May 15, 2000


Securities and Exchange Commission
Operations Center
6432 General Green Way
Alexandria, VA  22312-2413

Gentlemen:

We are transmitting herewith Indiana Gas Company, Inc.'s
Revised Annual Report on Form 10-K for the year ended
December 31, 1999, pursuant to the requirements of Section 13
of the Securities Exchange Act of 1934.

Very truly yours,


/s/James A. Hummel, II
James A. Hummel, II

JAH:tmw

Enclosures



           UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                        Washington, DC.  20549

                              FORM 10-K/A

(Mark One)
[ ]ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
   SECURITIES EXCHANGE ACT OF 1934

                                  OR

[X]TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
   SECURITIES EXCHANGE ACT OF 1934

For the transition period from October 1, 1999 to December 31,
1999

Commission File Number 1-6494

                      INDIANA GAS COMPANY, INC.
        (Exact name of Registrant as specified in its charter)

      INDIANA                               35-0793669
(State or other jurisdiction of            (I.R.S. Employer
incorporation or organization)             Identification
                                           No.)

                 1630 North Meridian Street,
                   Indianapolis, Indiana              46202
         (Address of principal executive offices)   (Zip Code)

Registrant's telephone number, including area code 317-926-3351

Securities registered pursuant to Section 12(b) of the Act:

                                         Name of each exchange
  Title of each class                          on which
                                              registered
         None                                    None

Securities registered pursuant to Section 12(g) of the Act:

                           None
                      (Title of Class)

   Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the Registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days.    Yes [X]  No [ ]__

   Indicate the number of shares outstanding of each of the
Registrant's classes of common stock, as of the latest
practicable date.

Common Stock-Without par value       9,080,770      April 30, 2000
        Class                     Number of shares       Date

   Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K ( 229.405 of this
chapter) is not contained herein, and will not be contained,
to the best of the Registrant's knowledge, in definitive
proxy or information statements incorporated by reference in
Part III of this Form 10-K/A or any amendment to this Form 10-
K/A.[ ]

Table of Contents


Part I
  Business
  Property
  Legal Proceedings
  Submission of Matters to a Vote of Security Holders
  Executive Officers of the Company
Part II
  Market for the Registrant's Common Equity and Related
  Stockholder Matters
  Selected Financial Data
  Management's Discussion and Analysis of Results of Operations
  and Financial Condition
  Financial Statements and Supplementary Data
  Changes in and Disagreements with Accountants
Part III
  Directors and Executive Officers of the Registrant
  Executive Compensation
  Securities Ownership of Certain Beneficial Owners and
  Management
  Certain Relationships and Related Transactions
Part IV
  Exhibits, Financial Statements Schedules, and Reports on
  Form 8-K


Part I

Item 1.   Business

   a)  General Development of the Business.

       Indiana Gas Company, Inc. (Indiana Gas or the
       company) is an operating public utility engaged in
       the business of providing gas utility service in
       the state of Indiana.  It was incorporated under
       the laws of the state of Indiana on July 16, 1945.
       Prior to March 31, 2000, all of the outstanding
       shares of common stock of the company were owned
       by Indiana Energy, Inc. (Indiana Energy), a public
       utility holding company.

       On June 14, 1999, Indiana Energy and SIGCORP, Inc.
       (SIGCORP) jointly announced the signing of a
       definitive agreement to combine into a new holding
       company named Vectren Corporation (Vectren).  SIGCORP
       was an investor-owned energy and telecommunications
       company that through its subsidiaries provided
       electric and gas service to southwest Indiana and
       energy and telecommunication products and services
       throughout the Midwest and elsewhere.

       The merger was conditioned, among other things, upon
       the approvals of the shareholders of each company and
       customary regulatory approvals. On December 17, 1999,
       the merger was approved by the shareholders of each
       company. On December 20, 1999, the Federal Energy
       Regulatory Commission (FERC) issued an order
       approving the proposed merger. In approving the
       merger, the FERC concluded that the merger was in the
       public interest and would not adversely affect
       competition, rates or regulation.  On January 18,
       2000, the Department of Justice informed the
       Companies that it had concluded its review of their
       Hart Scott Rodino notification filings and would take
       no further action. On March 8, 2000, approval was
       received from the (SEC) under the Public Utility
       Holding Company Act to consummate the merger. The
       merger was therefore completed on March 31, 2000.

       As provided for in the merger agreement, Indiana
       Energy shareholders received one share of Vectren
       common stock for each share of Indiana Energy held at
       the March 31, 2000 closing date. SIGCORP shareholders
       received 1.333 shares of Vectren common stock for
       each share of SIGCORP held at the March 31, 2000
       closing date.  The transaction was accounted for as a
       pooling of interests.  The
       transaction was a tax-free exchange of shares.

       Indiana Gas Company, Inc. and Southern Indiana Gas
       and Electric Company, Inc. (SIGECO), are operating as
       subsidiaries of Vectren.

       Vectren has a December 31 fiscal year end. In order
       to report Indiana Gas's financial operations on a
       consistent basis with Vectren Corporation, Indiana
       Gas changed its year end from September 30 to
       December 31.  This was reported in a Form 8-K filed
       on April 14, 2000. Indiana Gas is reporting its
       transition period of October 1, 1999 to December 31,
       1999 in this amended Form 10-K.  This amended 10-K
       has been prepared to reflect the entire fiscal years
       ended December 31, 1999, 1998 and 1997.

  (c)  Narrative Description of the Business.

       During 1999, Indiana Gas supplied gas to
       about 503,000 residential, small commercial and
       contract (large commercial and industrial)
       customers in 311 communities in 49 of the 92
       counties in the state of Indiana.  The service
       area has a population of approximately 2 million
       and contains diversified manufacturing and
       agriculture-related enterprises.  The principal
       industries served include automotive parts and
       accessories, feed, flour and grain processing,
       metal castings, aluminum products, gypsum
       products, electrical equipment, metal specialties
       and glass.

       The largest communities served include
       Muncie, Anderson, Lafayette-West Lafayette,
       Bloomington, Terre Haute, Marion, New Albany,
       Columbus, Jeffersonville, New Castle and
       Richmond.  While Indiana Gas does not serve in
       Indianapolis, it does serve the counties and
       communities which border that city.

       For the  year ended December 31, 1999,
       residential customers provided 66 percent of
       revenues, small commercial 22 percent and
       contract 12 percent.  Approximately 99 percent of
       Indiana Gas' customers used gas for space
       heating, and revenues from these customers for
       the  year were approximately 96 percent of total
       operating revenues.  Sales of gas are seasonal
       and strongly affected by variations in weather
       conditions. During the  year ended December 31,
       1999, Indiana Gas added approximately 11,600
       residential and commercial customers.

       Indiana Gas sells gas directly to
       residential, small commercial and contract
       customers at approved rates.  Indiana Gas also
       transports gas through its pipelines at approved
       rates to contract customers which have purchased
       gas directly from producers or through brokers
       and marketers.  The total volumes of gas provided
       to both sales and transportation customers is
       referred to as throughput.

       Gas transported on behalf of end-use customers in 1999
       represented 44 percent (51,878 MDth) of throughput
       compared to 43 percent (46,794 MDth) in 1998 and 35
       percent (43,579 MDth) in 1997.  Although revenues are
       lower, rates for transportation generally provide the same
       margins as would have been earned had the gas been sold
       under normal sales tariffs.

       Effective April 1, 1996, Indiana Gas
       purchases all of its natural gas and winter
       delivery service from ProLiance Energy, LLC, a
       gas marketing affiliate of Indiana Energy (see
       Item 7, ProLiance Energy, LLC).  Prices for gas
       and related services purchased by Indiana Gas are
       determined primarily by market conditions and
       rates established by the Federal Energy
       Regulatory Commission.  Indiana Gas' rates and
       charges, terms of service, accounting matters,
       issuance of securities, and certain other
       operational matters are regulated by the Indiana
       Utility Regulatory Commission (IURC).

       Adjustments to Indiana Gas' rates and
       charges related to the cost of gas are made
       through gas cost adjustment (GCA) procedures
       established by Indiana law and administered by
       the IURC.  The IURC has applied the statute
       authorizing the GCA procedures to reduce rates
       when necessary so as to limit net operating
       income, after adjusting to normal weather, to the
       level authorized in the last general rate order.
       The earnings test provides that no refund be paid
       to the extent a utility has not earned its
       authorized utility operating income over the
       previous 60 months (or during the period since
       the utility's last rate order, if longer).

       Information regarding environmental matters
       affecting the company is incorporated herein by
       reference to Item 7, Environmental Matters.

       Indiana Gas had 735 full-time employees and 31
       part-time employees as of December 31, 1999.

       During  1997, the Indiana Gas Board of Directors
       authorized management to undertake the actions
       necessary and appropriate to restructure Indiana
       Gas' operations.  These actions by Indiana Gas
       were consistent with Indiana Energy, Inc.'s
       (Indiana Gas' parent) growth strategy that was
       approved by its board of directors during  1997.
       See Item 7, Growth Strategy and Corporate
       Restructuring.

Item 2.   Property

       The properties of Indiana Gas are used for
       the purchase, production, storage and
       distribution of gas and are located primarily
       within the state of Indiana.  As of December 31,
       1999, such properties included 11,174 miles of
       distribution and transmission mains; 531,324
       meters; five reservoirs currently being used for
       the underground storage of purchased gas with
       approximately 71,484 acres of land held under
       storage easements; 8,017,943 Dth of gas in
       company-owned underground storage with a daily
       deliverability of 134,160 Dth; 171,451 Dth of gas
       in contract storage with a daily deliverability
       of 3,563 Dth; and four liquefied petroleum
       (propane) air-gas manufacturing plants with a
       total daily capacity of 32,700 Dth of gas.

       Indiana Gas' capital expenditures during the
       year ended December 31, 1999, amounted to $62.9
       million.

Item 3.   Legal Proceedings

       See Item 8, Note 11 for litigation matters
       involving insurance carriers pertaining to
       Indiana Gas' former manufactured gas plants and
       storage facilities.

       See Item 8, Note 12 for discussion of
       litigation matters relating to the gas supply and
       portfolio administration agreements between
       ProLiance and Indiana Gas and ProLiance and
       Citizens Gas and Coke Utility.

Item 4.   Submission of Matters to a Vote of Security
          Holders

       On December 17, 1999, the  shareholders of Indiana
       Energy, Inc. approved the merger between Indiana
       Energy, Inc. and SIGCORP, Inc.


Item 4a.  Executive Officers of the Company

       The Executive Officers of the company as of
       December 31, 1999 are as follows:


<TABLE>

                                Family
                                Relation-          Office or                     Date Elected
        Name          Age         ship            Position Held                 Or Appointed(1)

<S>                   <C>       <C>          <C>                                <C>
Lawrence A. Ferger     65       None         Chairman and Chief                 (Retired May 31, 1999) (2)
                                             Executive Officer                  Oct. 1, 1997
                                             Chairman, President and
                                             Chief Executive Officer            Jan. 26, 1996
                                             President and Chief
                                             Executive Officer                  July 1, 1987

Niel C. Ellerbrook     50       None         President and Chief
                                             Executive Officer                  June 1, 1999
                                             President                          Oct. 1, 1997
                                             Executive Vice President
                                             and Chief Financial
                                             Officer                            Jan . 22, 1997
                                             Senior Vice President and
                                             Chief Financial Officer            July 1, 1987

Paul T. Baker          59       None         Executive Vice
                                             President and Chief
                                             Operating Officer                  Oct. 1, 1997
                                             Senior Vice President
                                             and Chief Operating
                                             Officer                            Aug. 1, 1991

Anthony E. Ard         58       None         Secretary                          Jul. 31, 1998
                                             Senior Vice President of
                                             Corporate Affairs                  Jan. 9, 1995
                                                                                (through
                                                                                Sep. 30, 1997)
                                             Vice President -
                                             Corporate Affairs                  Jan. 11, 1993

Timothy M. Hewitt     49        None         Vice President of
                                             Operations and Engineering         Jan. 9, 1995
                                             Vice President of Sales
                                             and Field Operations               Jan. 14, 1991
</TABLE>



(1)  Each of the  officers  has served  continuously  since the dates  indicated
     unless otherwise noted.

(2)  Continues role as Chairman of the Board of Indiana Gas Company, Inc.


With the consummation of the merger on March 31, 2000 the officers
of the company are as follows:


<TABLE>
                                                              Date Elected
        Name                Position Held                    Or Appointed(1)
<S>                         <C>                              <C>
Timothy M. Hewitt           President                        March 31, 2000

Jerome A. Benkert, Jr.      Executive Vice President and     March 31, 2000
                            Chief Financial Officer

Ronald E. Christian         Senior Vice President,           March 31, 2000
                            General Counsel and Secretary

Timothy L. Burke            Vice President and Treasurer     March 31, 2000

M. Susan Hardwick           Vice President and Controller    March 31, 2000

Robert E. Heidorn           Deputy General Counsel,          March 31, 2000
                            Assistant Secretary and
                            Assistant Treasurer

Eric J. Schach              Vice President and               March 31, 2000
                            Chief Information Officer

Thomas J. Zabor             Vice President,                  March 31, 2000
                            Employee Relations


</TABLE>

(1)  Each of the officers has served continuously since the dates
     indicated unless otherwise noted.


Part II


Item 5.   Market for the Registrant's Common Equity and
          Related Stockholder Matters

       All of the outstanding shares of Indiana Gas'
       common stock are owned by Indiana Energy, Inc. at
       December 31, 1999.  With the consumation of the
       merger, Vectren now owns all of common stock of
       Indiana Gas.  The common stock is not traded.

       During  1999, the company paid dividends of
       $7.0 million, $7.0 million, $7.3 million and $5.7
       million in the first, second, third and fourth
       quarters, respectively.

       During  1998, the company paid dividends of
       $6.8 million, $6.8 million, $7.0 million and $6.9
       million in the first, second, third and fourth
       quarters, respectively.


Item 6.   Selected Financial Data


<TABLE>

                       INDIANA GAS COMPANY, INC.
                       AND SUBSIDIARY COMPANIES
                              (Thousands)

Year Ended December 31 (1)     1999     1998     1997(3)    1996      1995
<S>                          <C>      <C>       <C>       <C>       <C>
Operating revenues           $431,361 $420,459  $528,058  $548,766  $445,057
Margin                        204,544  188,570   208,320   207,996   199,876
Operating expenses            158,843  146,569   178,741   156,837   145,627
Operating income               45,701   42,001    29,579    51,159    54,249
Other income - net              1,010      626     1,118     1,162     1,537
Interest expense               16,969   15,802    17,049    16,200    15,528
Net income                   $ 29,742 $ 26,825  $ 13,648  $ 36,121  $ 40,258

Ratio of earnings to fixed        3.6      3.5       2.2       4.4       4.9
charges

Common shareholder's equity  $248,622 $245,880  $246,406  $291,453  $280,832

Long-term debt (2)            211,849  191,964   165,000   139,733   193,693

                             $460,471 $437,844  $411,406  $431,186  $474,525

Total Assets                 $739,870 $686,757  $698,889  $750,928  $740,790

Total throughput              118,861  109,600   123,922   124,999   118,480

Annual heating degree days
    as a percent of normal        87%      79%      101%      105%       99%

Utility customers served -
    Average                   502,958  491,371   480,793   467,745   457,801


</TABLE>

(1)  On March 31, 2000, Indiana Energy and SIGCORP were merged into
     Vectren and Vectren now owns all of the outstanding shares of
     capital stock of Indiana Gas.  Since Vectren has a December 31
     fiscal year end, Indiana Gas changed its fiscal year end from
     September 30 to December 31 accordingly.  This Form 10-K has been
     amended to reflect financial information for the entire fiscal years
     ended December 31, 1999, 1998 and 1997.

(2)  Includes current maturities; excludes sinking fund
     requirements.

(3)  Reflects the recording of pre-tax restructuring costs of $39.5
     million in  1997 (see Item 8, Note 3).


Item 7.   Management's Discussion and Analysis of Results of
          Operations and Financial Condition

      Results of Operations

      Net income for Indiana Gas Company, Inc. and subsidiaries (Indiana
      Gas or the company) for the last three  years were as follows:

<TABLE>

      (Millions)    1999      1998    1997(1)
      <S>          <C>       <C>      <C>
      Net Income   $29.7     $26.8     $13.6

</TABLE>

      (1) Reflects restructuring costs of $24.5 million after-tax (see
          Growth Strategy and Corporate Restructuring).


      Margin (Operating Revenues Less Cost of Gas)
      In 1999, utility margin increased 8 percent ($16.0 million) when
      compared to 1998.  The increase is primarily attributable to
      weather 8 percent colder than the same period last year, but 13
      percent warmer than normal, and the addition of new residential and
      commercial customers.

      In 1998, utility margin decreased 9 percent ($19.8 million) when
      compared to 1997. The decrease is primarily attributable to weather
      22 percent warmer than the prior year and 21 percent warmer than
      normal, offset somewhat by the addition of new residential and
      commercial customers.

      In 1999, total system throughput (combined sales and
      transportation) increased 8 percent (8.4 MMDth) when compared to
      last year. In 1998, throughput decreased 11 percent (14.1 MMDth)
      when compared to 1997.  Indiana Gas' rates for transportation
      generally provide the same margins as are earned on the sale of gas
      under its sales tariffs. Approximately one-half of total system
      throughput represents gas used for space heating and is affected by
      weather

      Total average cost per dekatherm of gas purchased (average
      commodity and demand) was $3.01 in 1999, $3.65 in 1998 and $3.64 in
      1997. The price changes are due primarily to changing commodity
      costs in the marketplace.

      Operating Expenses
      Operation and maintenance expenses increased $6.0 million in 1999
      due in part to administrative and service fees paid to Indiana Gas'
      affiliate, IEI Services, LLC (IEI Services). Higher administrative
      service costs associated with the company's new customer
      information and work management systems and rental expense related
      to buildings previously owned also contributed to the increase.
      These increases were partially offset by the adjustment to the
      company's severance accrual originally recorded as part of the
      restructuring charge in 1997.

      Operation and maintenance expenses increased approximately $5.7
      million in 1998 when compared to 1997.  The increase is due
      primarily to administrative and service fees paid to Indiana Gas'
      affiliate, IEI Services, LLC (IEI Services) related to assets now
      owned by IEI Services.  IEI Services began providing support
      services to Indiana Gas effective October 1, 1997 (see resulting
      lower depreciation and amortization below).  The increase was
      offset somewhat by lower labor costs and related benefits resulting
      from work force reductions.

      Restructuring costs of $39.5 million (pre-tax) were recorded in
      1997 related to the implementation of Indiana Energy, Inc.'s new
      growth strategy during that year (see Growth Strategy and Corporate
      Restructuring).

      Depreciation and amortization increased in 1999 primarily due to
      additions to plant to serve new customers and to maintain
      dependable service to existing customers. Depreciation and
      amortization decreased in 1998 due primarily to the transfer of
      assets to IEI Services, and assets held for disposal which were
      written down to estimated fair values in 1997.  The decrease was
      partially offset by additions to plant.

      Federal and state income taxes increased in 1999 and 1998 due
      primarily to changes in taxable income.

      Taxes other than income taxes increased in 1999 by approximately
      $1.8 million due to higher property tax expense, the result of
      additions to plant. Taxes other than income taxes decreased in 1998
      due to lower property tax expense and reduced gross receipts tax
      expense.

      Interest Expense
      In 1999, interest expense increased 1.2 million compared to 1998.
      The increase is primarily due to an increase in average debt
      outstanding.  Interest expense decreased in 1998 due to a decrease
      in interest rates, partially offset by an increase in the average
      outstanding debt.

      Other Operating Matters


      Indiana Energy and SIGCORP Merger
      On June 14, 1999, Indiana Energy and SIGCORP, Inc. (SIGCORP)
      jointly announced the signing of a definitive agreement to combine
      into a new holding company named Vectren Corporation (Vectren).
      SIGCORP was an investor-owned energy and telecommunications company
      that through its subsidiaries provided electric and gas service to
      southwest Indiana and energy and telecommunication products and
      services throughout the Midwest and elsewhere.

      The merger was conditioned, among other things, upon the approvals
      of the shareholders of each company and customary regulatory
      approvals. On December 17, 1999, the merger was approved by the
      shareholders of each company. On December 20, 1999, the Federal
      Energy Regulatory Commission (FERC) issued an order approving the
      proposed merger. In approving the merger, the FERC concluded that
      the merger was in the public interest and would not adversely
      affect competition, rates or regulation.   On January 18, 2000, the
      Department of Justice informed the Companies that it had concluded
      its review of their Hart Scott Rodino notification filings and
      would take no further action. On March 8, 2000, approval was
      received from the SEC under the Public Utility Holding Company Act
      to consummate the merger. On March 31, 2000 the merger was
      completed.

      As provided for in the merger agreement, Indiana Energy
      shareholders received one share of Vectren common stock for each
      share of Indiana Energy held at the closing date. SIGCORP
      shareholders received 1.333 shares of Vectren common stock for each
      share of SIGCORP held at the March 31, 2000, closing date. The
      transaction was accounted for as a pooling of interests.  The
      transaction was a tax-free exchange of shares.

      Indiana Gas Company, Inc. and Southern Indiana Gas and Electric
      Company, Inc., Indiana Energy's and SIGCORP's utility companies,
      are operating as subsidiaries of Vectren.

      Vectren, parent of Indiana Gas, has a December 31 fiscal year end.
      In order to be consistent with its parent company Indiana Gas has
      changed its fiscal year end from September 30 to December 31.

      Growth Strategy and Corporate Restructuring
      In April 1997, the Board of Directors of Indiana Energy approved a
      growth strategy designed to support the company's transition into a
      more competitive environment. As part of the current growth
      strategy, Indiana Energy (now Vectren) will endeavor to become a
      leading regional provider of energy products and services and to
      grow its consolidated earnings per share by an average of 10
      percent annually through 2004. To achieve such earnings growth,
      Indiana Energy's (now Vectren's) aim is to grow the earnings
      contribution from non-regulated operations to over 35 percent of
      its total annual earnings by 2004 and to aggressively manage costs
      within its utility operations and non-regulated administrative
      services provider.

      During 1997, the Indiana Gas Board of Directors authorized
      management to undertake the actions necessary and appropriate to
      restructure Indiana Gas' operations and recognize a resulting
      restructuring charge of $39.5 million ($24.5 million after-tax) for
      1997 as described below.

      In July 1997, the company advised its employees of its plan to
      reduce its work force from about 1,025 full-time employees at June
      30, 1997, to approximately 800 employees by 2002. The reductions
      are being implemented through involuntary separation and attrition.
      Indiana Gas recorded restructuring costs of $5.4 million during
      1997 related to the involuntary terminations planned under the
      company's specific near-term employee reduction plan, which was
      scheduled for completion by the end of  1999. These costs include
      separation pay in accordance with Indiana Gas' severance policy of
      $3.9 million, and net curtailment losses related to these
      employees' postretirement and pension benefits. As a result of
      initial work force reductions during September 1997 and primarily
      attrition thereafter, most of the reductions contemplated during
      the two year period and accrued originally have been achieved.
      During 1999, the company reviewed its remaining accruals for costs
      associated with the involuntary work force reductions.  Taking into
      consideration an unexpectedly high level of voluntary terminations,
      the company determined that no additional significant involuntary
      work force reductions were likely to occur.  In 1998, $2.2 million
      of involuntary termination benefits had been paid.  As a result,
      the severance accrual and other operating expenses were reduced by
      $1.7 million during 1999.

      Indiana Gas' management also committed to sell, abandon or
      otherwise dispose of certain assets, including buildings, gas
      storage fields and intangible plant. Indiana Gas recorded
      restructuring costs of $34.1 million during 1997 to adjust the
      carrying value of those assets to estimated fair value. These
      assets have been sold or are no longer in use.
      ProLiance Energy, LLC
      ProLiance Energy, LLC (ProLiance), a nonregulated marketing
      affiliate of Indiana Energy, began providing natural gas and
      related services to Indiana Gas and Citizens Gas and Coke Utility
      (Citizens Gas) effective April 1, 1996.

      The sale of gas and provision of other services to Indiana Gas by
      ProLiance is subject to regulatory review through the quarterly gas
      cost adjustment proceeding currently pending before the IURC.

      On September 12, 1997, the Indiana Utility Regulatory Commission
      (IURC) issued a decision finding the gas supply and portfolio
      administration agreements between ProLiance and Indiana Gas and
      ProLiance and Citizens Gas (the gas supply agreements) to be
      consistent with the public interest. The IURC's decision reflected
      the significant gas cost savings to customers obtained by
      ProLiance's services and suggested that all material provisions of
      the agreements between ProLiance and the utilities are reasonable.
      Nevertheless, with respect to the pricing of gas commodity
      purchased from ProLiance and two other pricing terms, the IURC
      concluded that additional review in the gas cost adjustment (GCA)
      process would be appropriate and directed that these matters be
      considered further in the pending, consolidated GCA proceeding
      involving Indiana Gas and Citizens Gas. The IURC has not yet
      established a schedule for conducting these additional proceedings.

      The IURC's September 12, 1997, decision was appealed to the Indiana
      Court of Appeals by certain Petitioners, including the Indiana
      Office of Utility Consumer Counselor, the Citizens Action Coalition
      of Indiana and a small group of large-volume customers. On October
      8, 1998, the Indiana Court of Appeals issued a decision which
      reversed and remanded the case to the IURC with instructions that
      the gas supply agreements be disapproved. The basis for the
      decision was that because the gas supply agreements provide for
      index based pricing of gas commodity sold by ProLiance to the
      utilities, the gas supply agreements should have been the subject
      of an application for approval of an alternative regulatory plan
      under Indiana statutory law.

      On April 22, 1999, the Indiana Supreme Court granted a petition for
      transfer of the case and will now consider the appeal of the IURC's
      decision and issue its own decision on the merits of the appeal at
      a later date.  By granting transfer, the Supreme Court has vacated
      the Court of Appeals' decision.

      If the Supreme Court reverses the IURC's decision , the case will
      be remanded to the IURC for further proceedings regarding the
      public interest in the gas supply agreements. If the Supreme Court
      affirms the IURC's decision, as described above, the reasonableness
      of certain of the gas costs incurred by Indiana Gas under the gas
      supply agreements will be further reviewed by the IURC in the
      consolidated GCA proceeding. The existence of significant benefits
      to the utilities and their customers resulting from ProLiance's
      services has not been challenged on appeal.  Indiana Gas and
      Citizens Gas are continuing to utilize ProLiance for their gas
      supplies.

      On or about August 11, 1998, Indiana Gas, Citizens Gas and
      ProLiance each received a Civil Investigative Demand ("CID") from
      the United States Department of Justice requesting information
      relating to Indiana Gas' and Citizens Gas' relationship with and
      the activities of ProLiance. The Department of Justice issued the
      CID to gather information regarding ProLiance's formation and
      operations, and to determine if trade or commerce has been
      restrained. Indiana Gas has provided all information requested and
      management continues to believe that there are no significant
      issues in this matter.

      While the results of the ProLiance issues mentioned above cannot be
      predicted, management does not expect these matters to have a
      material impact on Indiana Gas' financial position or results of
      operations.  However, no assurance can be provided.

      The Year 2000 Issue
      Many existing computer programs use only two digits to identify a
      year in the date field. These programs were designed and developed
      without considering the impact of the upcoming change in the
      century. If not corrected, many computer applications could fail or
      create erroneous results by or at the year 2000. This issue relates
      not only to information technology (IT), but also to non-IT related
      equipment and plant that may contain embedded date-sensitive
      microcontrollers or microchips.

      The company has identified what it believes are its most
      significant worst case Year 2000 scenarios for the purpose of
      helping it to focus its Year 2000 efforts. These scenarios are the
      interference with the company's ability to (1) receive and deliver
      gas to customers, (2) monitor gas pressure throughout the company's
      gas distribution system, (3) bill and receive payments from
      customers, and (4) maintain continuous operation of its computer
      systems. As discussed below, the company has taken the steps
      necessary to ensure that these worst case scenarios are addressed
      and any impact has been minimized.

      The company has evaluated the Year 2000 readiness of all IT
      hardware and software including the mainframe, network, servers,
      personal computers, system and application software and
      telecommunications. Almost all hardware was found to be in
      compliance as a result of projects conducted in 1997 and 1998.
      Replacements of major customer information and billing systems,
      which had already begun in 1997, were placed into service in
      January 1999. These new systems, driven by the need for additional
      functionality and business flexibility, are designed to be Year
      2000 compliant and have been tested. Other maintenance and project
      activities conducted in 1998 and 1999 and activities scheduled for
      the remainder of 1999 have been initiated to bring the remaining
      software environment into compliance. The projects include
      replacements, upgrades and rewrites. The company's plan for IT
      items includes the following phases and timeline: (a) Assessment -
      completed in 1998, (b) Strategy - completed in 1998 and (c) Design,
      Implementation, Testing and Validation - completed as of
      December 31, 1999. The company did not find it necessary
       to postpone work on any other critical IT projects
      because of efforts to achieve Year 2000 compliance.

      Non-IT systems with embedded microcontrollers or microchips have
      been evaluated to determine if they are Year 2000 compliant. These
      systems include buildings, transportation, monitoring equipment,
      process controls, engineering and construction. The internal
      assessment process has been completed, and few compliance issues
      were found.  Software upgrades for equipment in the gas control
      system were completed in July 1999.

      The company has contacted its major vendors, suppliers and
      customers to gather information regarding the status of their Year
      2000 compliance. Although compliance issues identified from these
      inquiries have been addressed, this process may not fully ensure
      these parties' Year 2000 compliance. Disruptions in the operations
      of these parties could have an adverse financial and operational
      effect on the company.

      The company has developed its contingency plan related to Year 2000
      issues. This plan includes modifying the company's already existing
      plans for business resumption, information technology disaster
      recovery and gas supply contingencies, and considers, among other
      things, alternate recovery locations, backup power generation,
      adequate material supplies and personnel requirements. The
      company's contingency plan was filed with the IURC, and was
      tested and refined as needed by December 31, 1999.

      Total costs expected to be incurred by the company to remedy its
      Year 2000 issues were originally estimated at $1.5 million, which
      included costs to replace certain existing systems sooner than had
      been planned.  The total expenditures for the remedy of Year 2000
      issues approximated the original estimate.

      Management believes that Year 2000 issues have been addressed on a
      schedule and in a manner that will prevent such issues from having
      a material impact on the company's financial position or results of
      operations.

      No significant issues have been encountered related to the year
      2000 issue through the date of this report.

      Environmental Matters
      Indiana Gas is currently conducting environmental investigations
      and work at 26 sites that were the locations of former manufactured
      gas plants. It has been seeking to recover the costs of the
      investigations and work from insurance carriers and other
      potentially responsible parties (PRPs). The IURC has determined
      that these costs are not recoverable from utility customers.

      Indiana Gas has completed the process of identifying PRPs and now
      has PRP agreements in place covering 19 of the 26 sites.  The
      agreements provide for coordination of efforts and sharing of
      investigation and clean-up costs incurred and to be incurred at the
      sites.  PSI Energy, Inc. is a PRP on all 19 sites.  Northern
      Indiana Public Service Company is a PRP on 5 of the 19 sites.
      These agreements limit Indiana Gas' share of past and future
      response costs at these 19 sites to between 20 and 50 percent.
      Based on the agreements, Indiana Gas has recorded a receivable from
      PRPs for their unpaid share of the liability for work performed by
      Indiana Gas to date, as well as accrued Indiana Gas' proportionate
      share of the estimated cost related to work not yet performed.

      Indiana Gas has filed a complaint in Indiana state court to
      continue its pursuit of insurance coverage from three insurance
      carriers, with the trial scheduled for early 2000.  As of December
      31, 1999, Indiana Gas has recorded settlements from other insurance
      carriers in an aggregate amount of approximately $15.5 million.  As
      of  December 31, 1999, agreements in principle have been reached
      with each of these insurers.

      These environmental matters have had no material impact on earnings
      since costs recorded to date approximate insurance settlements
      received. While Indiana Gas has recorded all costs which it
      presently expects to incur in connection with remediation
      activities, it is possible that future events may require some
      level of additional remedial activities which are not presently
      foreseen.

      For further information regarding the status of investigation and
      remediation of the sites and financial reporting, see Note 11 of
      the Notes to Consolidated Financial Statements.

      Gas Cost Adjustment
      Adjustments to Indiana Gas' rates and charges related to the cost
      of gas are made through gas cost adjustment (GCA) procedures
      established by Indiana law and administered by the IURC. The GCA
      passes through increases and decreases in the cost of gas to
      Indiana Gas' customers dollar for dollar.

      In addition, the IURC has applied the statute authorizing the GCA
      procedures to reduce rates when necessary so as to limit utility
      operating income, after adjusting to normal weather, to the level
      authorized in the last general rate order. The earnings test
      provides that no refund be paid to the extent a utility has not
      earned its authorized utility operating income over the previous 60
      months
      (or during the period since the utility's last rate order, if
      longer).

      New Accounting Standards
      In  1999, the company adopted Statement of Financial Accounting
      Standards (SFAS) No. 131, Disclosures about Segments of an
      Enterprise and Related Information. This statement establishes
      standards for the way that public companies report information
      about operating segments in annual financial statements and
      requires that those companies report selected information about
      operating segments in annual and interim financial reports issued
      to shareholders. Indiana Gas has no reportable segments.

      In June 1998, the FASB issued Statement of Financial Accounting
      Standards No. 133, Accounting for Derivative Instruments and
      Hedging Activities. The statement establishes accounting and
      reporting standards requiring that every derivative instrument,
      including certain derivative instruments embedded in other
      contracts, be recorded in the balance sheet as either an asset or
      liability measured at its fair value. The statement requires that
      changes in the derivative's fair value be recognized currently in
      earnings unless specific hedge accounting criteria are met. Special
      accounting for qualifying hedges allows a derivative's gains and
      losses to offset related results on the hedged item in the income
      statement, and requires that a company must formally document,
      designate, and assess the effectiveness of transactions that
      receive hedge accounting. In June 1999, the FASB issued SFAS 137,
      which defers the effective date of SFAS 133.  ProLiance, an equity
      investment of Indiana Energy (now Vectren) at December 31, 1999,
      utilizes derivative instruments to manage pricing decisions,
      minimize the risk of price volatility, and minimize price risk
      exposure in the energy markets. The standard will be effective for
      ProLiance in  2001. ProLiance has not yet quantified the impact of
      adopting this statement on its financial position or results of
      operations.  Likewise, Indiana Gas has not yet quantified the
      impact of adopting this statement on its financial position or
      results of operations.

      Liquidity and Capital Resources
      Indiana Gas' capitalization objectives are 55-65 percent common
      equity and preferred stock and 35-45 percent long-term debt.
      Indiana Gas' common equity component was 54 percent of its total
      capitalization at December 31, 1999.

      New construction, normal system maintenance and improvements, and
      information technology investments needed to provide service to a
      growing customer base will continue to require substantial
      expenditures. Total capital required to fund capital expenditures
      and refinancing requirements for 1998 and 1999, along with
      estimated amounts for 2000 through 2002, is as follows:


<TABLE>
      Thousands                   1998     1999    2000     2001     2002
      <S>                      <C>      <C>      <C>      <C>      <C>
      Capital expenditures     $ 55,320 $ 62,880 $ 57,700 $ 58,050 $ 54,000
      Refinancing requirements   93,000   10,000        -        -    3,000
                               $148,320 $ 72,880 $ 57,700 $ 58,050 $ 57,000

</TABLE>

      Indiana Gas' long-term goal is to internally fund at least 75
      percent of its capital expenditure program. This has helped Indiana
      Gas maintain its high creditworthiness. The long-term debt of
      Indiana Gas is currently rated Aa2 by Moody's Investors Service and
      AA- by Standard & Poor's Corporation. In 1999, 57 percent of
      Indiana Gas' capital expenditures were funded internally (i.e.,
      from net income less dividends plus charges to net income not
      requiring funds). In 1998, 57 percent of capital expenditures were
      provided by funds generated internally. External funds required for
      the 1999 construction program were obtained primarily through short-
      term debt.  Indiana Gas' ratio of earnings to fixed charges for
      1999 was 3.6 (see Exhibit 12).

      In July 1999, Indiana Gas retired $10 million of 8.90% Notes.

      In July 1999, Indiana Gas filed a registration statement with the
      Securities and Exchange Commission which has become effective with
      respect to $100 million in debt securities.  Indiana Gas expects to
      issue this debt pursuant to a medium-term note program, denominated
      as Series G.  The net proceeds from the sale of these new debt
      securities will be used for general corporate purposes, including
      repayment of long-term debt and financing of Indiana Gas'
      continuing construction program.

      On October 5, 1999, Indiana Gas issued $30,000,000 in principal
      amount of Series G Medium Term Notes bearing interest at 7.08% with
      a maturity date of October 5, 2029.

      Provisions under which certain of Indiana Gas' Series E, Series F
      and Series G Medium-Term Notes were issued entitle the holders of
      $137 million of these notes to put the debt back to Indiana Gas at
      face value at certain specified dates before maturity beginning in
      2000. Long-term debt subject to the put provisions during the four
      years following 1999 totals $20.0 million.

      Short-term cash working capital is required primarily to finance
      customer accounts receivable, unbilled utility revenues resulting
      from cycle billing, gas in underground storage, prepaid gas
      delivery service and capital expenditures until permanently
      financed. Short-term borrowings tend to be greatest during the
      heating season when accounts receivable and unbilled utility
      revenues are at their highest. Indiana Gas' commercial paper is
      rated P-1 by Moody's and A-1+ by Standard & Poor's. Prior to March
      1999, bank lines of credit had been the primary source of short-
      term financing.  Effective in March 1999, Indiana Gas implemented a
      $100 million commercial paper program.

      Forward-Looking Information

      A "safe harbor" for forwarding-looking statements is provided by
      the Private Securities Litigation Reform Act of 1995 (Reform Act of
      1995).  The Reform Act of 1995 was adopted to encourage such
      forward-looking statements without the threat of litigation,
      provided those statements are identified as forward-looking and are
      accompanied by meaningful cautionary statements identifying
      important factors that could cause the actual results to differ
      materially from those projected in the statement.  Forward-looking
      statements have been and will be made in written documents and oral
      presentations of Indiana Gas and its subsidiaries.  Such statements
      are based on management's beliefs, as well as assumptions made by
      and information currently available to management.  When used in
      Indiana Gas and its subsidiaries' documents or oral presentations,
      the words "believe," "anticipate," "endeavor," "estimate,"
      "expect," "objective," "projection," "forecast," "goal," and
      similar expressions are intended to identify forward-looking
      statements.  In addition to any assumptions and other factors
      referred to specifically in connection with such forward-looking
      statements, factors that could cause Indiana Gas and its
      subsidiaries' actual results to differ materially from those
      contemplated in any forward-looking statements included, among
      others, the following:

         Factors affecting utility operations such as unusual weather
         conditions; catastrophic weather-related damage; unusual maintenance
         or repairs; unanticipated changes to fossil fuel costs; unanticipated
         changes to gas supply costs, or availability due to higher demand,
         shortages, transportation problems or other developments; environmental
         or pipeline incidents; transmission or distribution incidents;
         unanticipated changes to electric energy supply costs, or availability
         due to demand, shortages, transmission problems or other developments;
         or electric transmission or gas pipeline system constraints.

         Increased competition in the energy environment including effects of
         industry restructuring and unbundling.

         Regulatory factors such as unanticipated changes in rate-setting
         policies or procedures, recovery of investments made under traditional
         regulation, and the frequency and timing of rate increases.

         Financial or regulatory accounting principles or policies imposed by
         the Financial Accounting Standards Board, the Securities and Exchange
         Commission (Commission), the Federal Energy Regulatory Commission,
         state public utility commissions, state entities which regulate
         natural gas transmission, gathering and processing, and similar
         entities with regulatory oversight.

         Economic conditions including inflation rates and monetary
         fluctuations.

         Changing market conditions and a variety of other factors associated
         with physical energy and financial trading activities including, but
         not limited to, price, basis, credit, liquidity, volatility, capacity,
         interest rate, and warranty risks.

         Availability or cost of capital, resulting from changes in Indiana
         Gas and its subsidiaries, interest rates, and securities ratings or
         market perceptions of the utility industry and energy-related
         industries.

         Employee workforce factors including changes in key executives,
         collective bargaining agreements with union employees, or work
         stoppages.

         Legal and regulatory delays and other obstacles associated with
         mergers, acquisitions, and investments in joint ventures.

         Costs and other effects of legal and administrative proceedings,
         settlements, investigations, claims, and other matters, including,
         but not limited to, those described in periodic filings made with
         the Commission by Indiana Gas.

         Changes in federal, state or local legislature requirements, such
         as changes in tax laws or rates, environmental laws and regulations.

      Indiana Gas and its subsidiaries undertake no obligation to
      publicly update or revise any forward-looking statements, whether
      as a result of changes in actual results, changes in assumptions,
      other factors affecting such statements.


Item 7A.   Quantitative and Qualitative Disclosures about Market Risk

       Indiana Gas' (the company's) debt portfolio contains a substantial
       amount of fixed-rate long-term debt and, therefore, does not
       expose the company to the risk of material earnings or cash flow
       loss due to changes in market interest rates.  At December 31,
       1999, the company was not engaged in other contracts which would
       cause exposure to the risk of material earnings or cash flow loss
       due to changes in market commodity prices, foreign currency
       exchange rates, or interest rates.


Item 8.    Financial Statements and Supplementary Data

      Management's Responsibility for Financial Statements

      The management of the company is responsible for the preparation of
      the consolidated financial statements and the related financial
      data contained in this report. The financial statements are
      prepared in conformity with generally accepted accounting
      principles and follow accounting policies and principles applicable
      to regulated public utilities.

      The integrity and objectivity of the data in this report, including
      required estimates and judgements, are the responsibility of
      management. Management maintains a system of internal controls and
      utilizes an internal auditing program to provide reasonable
      assurance of compliance with company policies and procedures and
      the safeguard of assets.

      The board of directors pursues its responsibility for these
      financial statements through its audit committee, which meets
      periodically with management, the internal auditors and the
      independent auditors, to assure that each is carrying out its
      responsibilities. Both the internal auditors and the independent
      auditors meet with the Audit Committee of the company's board of
      directors, with and without management representatives present, to
      discuss the scope and results of their audits, their comments on
      the adequacy of internal accounting controls and the quality of
      financial reporting.


      /s/ Timothy S. Hewitt
      Timothy S. Hewitt
      President


      Report of Independent Public Accountants

      To the Shareholders and Board of Directors of Indiana Gas Company,
      Inc.:

      We have audited the accompanying consolidated balance sheets and
      schedules of long-term debt of Indiana Gas Company, Inc. (an
      Indiana corporation and wholly owned subsidiary of Indiana Energy,
      Inc.) and subsidiary companies as of December 31, 1999 and 1998,
      and the related consolidated statements of income, common
      shareholder's equity and cash flows for each of the three years in
      the period ended December 31, 1999. These financial statements and
      the schedule referred to below are the responsibility of the
      company's management. Our responsibility is to express an opinion
      on these financial statements and the schedule based on our audits.

      We conducted our audits in accordance with auditing standards
      generally accepted in the United States. Those standards require
      that we plan and perform the audit to obtain reasonable assurance
      about whether the financial statements are free of material
      misstatement. An audit includes examining, on a test basis,
      evidence supporting the amounts and disclosures in the financial
      statements. An audit also includes assessing the accounting
      principles used and significant estimates made by management, as
      well as evaluating the overall financial statement presentation. We
      believe that our audits provide a reasonable basis for our opinion.

      In our opinion, the consolidated financial statements referred to
      above present fairly, in all material respects, the financial
      position of Indiana Gas Company, Inc. and subsidiary companies,
      as of December 31, 1999 and 1998, and the results of their
      operations and their cash flows for each of the three years in
      the period ended December 31, 1999, in conformity with accounting
      principles generally accepted in the United States.

      Our audits were made for the purpose of forming our opinion on the
      basic financial statements taken as a whole.  The schedule listed
      in Item 14(a)-2 is presented for purposes of complying with the
      Securities and Exchange Commission's rules and is not a part of the
      basic financial statements.  This schedule has been subjected to the
      auditing procedures applied in our audits of the basic financial
      statements and, in our opinion, fairly states in all material respects
      the financial data required to be set forth therein in relation to
      the basic financial statements taken as a whole.


                                                  /s/ Arthur Andersen LLP
                                                  Arthur Andersen LLP
      Indianapolis, Indiana,
      May 12, 2000.


<TABLE>
                      INDIANA GAS COMPANY, INC.
                      AND SUBSIDIARY COMPANIES

                     CONSOLIDATED BALANCE SHEETS
                               ASSETS
                             (Thousands)


                                                Year Ended December 31
                                                   1999        1998
<S>                                            <C>           <C>
UTILITY PLANT
   Original Cost                               $1,005,304    $946,602
    Less - accumulated depreciation and           407,887     376,133
       amortization
                                                  597,417     570,469

CURRENT ASSETS
    Cash and cash equivalents                         353          20
    Accounts receivable less reserves of
       $1,739 and $1,749, respectively             37,058      28,668
    Accrued unbilled revenue                       36,634      40,577
    Liquified petroleum gas at average                815         892
       cost
    Gas in underground storage - at last           11,627      18,150
       in, first out cost
    Prepaid gas delivery services                  20,937           -
    Prepayments and other                          16,468      10,928
                                                  123,892      99,235

DEFERRED CHARGES AND OTHER ASSETS
     Unamortized debt discount and                 11,906      12,653
       expense
     Regulatory income tax asset                    2,741       1,778
     Other                                          3,914       2,622

                                               $  739,870    $686,757

The accompanying notes are an integral part of these consolidated
financial statements.


</TABLE>

<TABLE>


                      INDIANA GAS COMPANY, INC.
                      AND SUBSIDIARY COMPANIES

                     CONSOLIDATED BALANCE SHEETS
                SHAREHOLDER'S EQUITY AND LIABILITIES
                             (Thousands)

                                                Year Ended December 31
                                                   1999        1998
<S>                                              <C>         <C>
CAPITIALIZATION
     Common stock and paid-in captial            $142,995    $142,995
     Retained earnings                            105,627     102,885
     Total common shareholder's equity            248,622     245,880
     Long-term debt                               211,849     181,964
                                                  460,471     427,844

CURRENT LIABILITIES
     Maturities and sinking fund                        -      10,000
        requirements of long term debt
     Notes payable                                 82,172      48,675
     Accounts payable                              37,111      32,547
     Refundable gas costs                          10,204      14,343
     Customer deposits and advance                 11,817      22,416
        payments
     Accrued taxes                                 16,208       9,848
     Accrued interest                               5,252       4,746
     Other current liabilities                     12,697      14,245
                                                  175,461     156,820

DEFERRED CREDITS AND OTHER LIABILITIES
     Deferred income taxes                         61,061      60,580
     Accrued postretirement benefits               28,474      25,884
        other than pensions
     Unamortized investment tax credits             8,152       9,082
     Other                                          6,251       6,547
                                                  103,938     102,093

                                                 $739,870    $686,757

The accompanying notes are an integral part of these consolidated
financial statements.

</TABLE>


<TABLE>

                   INDIANA GAS COMPANY, INC.
                   AND SUBSIDIARY COMPANIES

               CONSOLIDATED STATEMENTS OF INCOME
                          (Thousands)


                                        Year Ended December 31
                                       1999      1998      1997
<S>                                   <C>       <C>      <C>
OPERATING REVENUE                     $431,361  $420,459 $528,058

COST OF GAS                            226,817   231,889  319,738
MARGIN                                 204,544   188,570  208,320

OPERATING EXPENSES
  Operation and maintenance             91,829    85,871   80,156
        Restructuring costs                  -         -   39,531
        Depreciation and                34,585    32,758   34,340
           amortization
        Income taxes                    16,734    14,058    7,813
        Taxes other than                15,695    13,882   16,901
           income taxes
Total Operating Expenses               158,843   146,569  178,741

OPERATING INCOME                        45,701    42,001   29,579

OTHER INCOME - NET                       1,010       626    1,118

INCOME BEFORE INTEREST EXPENSE          46,711    42,627   30,697

INTEREST EXPENSE                        16,969    15,802   17,049

NET INCOME                             $29,742   $26,825  $13,648

The accompanying notes are an integral part of these
consolidated financial statements.


</TABLE>

<TABLE>

                    INDIANA GAS COMPANY, INC.
                    AND SUBSIDIARY COMPANIES

              CONSOLIDATED STATEMENTS OF CASH FLOWS
                           (Thousands)


                                             Years Ended December 31
                                              1999     1998     1997
<S>                                          <C>      <C>      <C>
CASH FLOWS FROM OPERATIONS
     Net Income                              $29,742  $26,825  $13,648

     Adjustments to reconcile net income
     to cash

     Provided from operating activities -

              Non cash restructuring costs         -        -   32,838
              Depreciation and amortization   34,585   32,758   34,340
              Deferred income taxes             (482)   1,192  (12,645)
              Investment tax credit             (930)    (930)    (930)
              Gain on sale of assets               -   (1,219)       -
                                              33,173   31,801   53,603

    Changes in assets and liabilities
              Receivables - net               (4,447)  30,073  (17,001)
              Inventories                      5,708   (1,193)  21,231
              Accounts payable, customer
                deposits, advance
                payments, current
                liabilities                   (8,646) (24,277) (11,901)
              Accrued taxes and interest       6,866  ( 7,610)   3,736

              Refundable gas costs            (4,139)   4,010   27,282

              Prepaid gas delivery
                 service                     (20,937)       -   (2,613)

              Prepayments                     (3,585)  (1,072)       -

              Accrued postretirement           2,590    2,140    7,916
              benefits other than pension

              Other - net                        506    4,916    3,802

              Total adjustments                7,089   38,788   86,055

    Net cash flows from operations            36,831   65,613   99,703


CASH FLOWS FROM (REQUIRED FOR) FINANCING
OPERATIONS

          Sale of long term debt              30,000   60,000   50,000
          Reduction in long term debt        (10,115) (33,036) (59,733)
          Net change in short term            33,497  (20,325)   6,000
              borrowings
          Dividends on common stock          (27,000) (27,500) (26,500)

    Net cash flows from (required for)
       financing operations                   26,382  (20,861) (30,233)


CASH FLOWS FROM (REQUIRED FOR) INVESTING
ACTIVITIES
          Capital Expenditures               (62,880) (55,320) (68,271)

          Proceeds from sale of assets             -    9,204        -

    Net cash flows required for
        investing activities                 (62,880) (46,116) (68,271)

NET INCREASE (DECREASE) IN CASH                  333   (1,364)   1,199


CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD                               20    1,384      185

CASH AND CASH EQUIVALENTS AT END OF         $    353  $    20  $ 1,384
PERIOD

The accompanying notes are an integral part of these consolidated
financial statements.

</TABLE>


<TABLE>

                      INDIANA GAS COMPANY, INC.
                      AND SUBSIDIARY COMPANIES

       CONSOLIDATED STATEMENTS OF COMMON SHAREHOLDER'S EQUITY
                             (Thousands)


                               Common Stock and
                                Paid-in Capital       Retained
                               Shares      Amount     Earnings     Total
<S>                           <C>         <C>         <C>         <C>
Balance at December 31, 1996  9,080,770   $142,995    $148,458    $291,453

Net income                                              13,648      13,648

Common stock dividends                                 (26,500)    (26,500)

Noncash Dividend                                       (32,195)    (32,195)

Balance at December 31, 1997  9,080,770    142,995     103,411     246,406

Net income                                              26,825      26,825

Common stock dividends                                 (27,500)    (27,500)

Other                                                      149         149

Balance at December 31, 1998  9,080,770    142,995     102,885     245,880

Net income                                              29,742      29,742

Common stock dividend                                  (27,000)    (27,000)


Balance at December 31, 1999  9,080,770   $142,995    $105,627    $248,622


The accompanying notes are an integral part of these consolidated
financial statements.

</TABLE>


<TABLE>
                                 INDIANA GAS COMPANY, INC.
                                 AND SUBSIDIARY COMPANIES

                         Consolidated Schedules of Long Term Debt
                                  (Thousands - Unaudited)

 						                                                 December 31
					                Total	Due Within  	        1999   	  1998
					             Outstanding     One Year                 Balance	Balance
Long-term debt - Utility      	Due Date
<S>                                   <C>                    <C>             <C>                      <C>           <C>
Notes Payable

	5.75% Series F		January 15, 2003	    $ 15,000 	 $      - 	      $ 15,000 	 $ 15,000
	6.36% Series F		December 6, 2004	      15,000 	     		        15,000	   15,000
	6.54% Series E		July 9, 2007	       6,500 	    		         6,500	    6,500
	6.69% Series E		June 10, 2013	       5,000 	           	         5,000	    5,000
	7.15% Series E		March 15, 2015	       5,000 	    	   	         5,000 	    5,000
	6.69% Series E		December 21, 2015	       5,000 	    	  	         5,000 	    5,000
	6.69% Series E		December 29, 2015	      10,000 	   	 	        10,000 	   10,000
	9.375%		      January 15, 2021	      25,000 	   		        25,000 	   25,000
	9.125% Series A		February 15, 2021	       7,000 	    		         7,000 	    7,000
	6.31% Series E		June 10, 2025	       5,000 	    		         5,000 	    5,000
	6.53% Series E		June 10, 2025	      10,000 	   		        10,000       10,000
	6.42% Series E		July 7, 2027	       5,000 	    		         5,000 	    5,000
	6.68% Series E		July 7, 2027	       3,500 	    	 	         3,500 	    3,500
	6.34% Series F		December 10, 2027	      20,000 	   	     	        20,000 	   20,000
	6.75% Series F		March 15, 2028	      14,849 	   	    	        14,849 	   14,964
	6.36% Series F		May 1, 2028	      	10,000 	   	   	        10,000 	   10,000
	6.55% Series F		June 30, 2028	      20,000 	   	   	        20,000 	   20,000
	7.08% Series G		October 5, 2029	      30,000 	                    30,000            -
Total Long-term debt				          $211,849 	 $      - 	      $211,849 	 $181,964


The accompanying notes are an integral part of these consolidated schedules.


</TABLE>


Notes to Consolidated Financial Statements

  1.  Indiana Energy, Inc. and SIGCORP, Inc. Merger
      Indiana Gas Company, Inc. and its subsidiaries (Indiana Gas or
      the company) provide natural gas and transportation services
      to a diversified base of customers in 311 communities in 49
      of Indiana's 92 counties.  It was incorporated under
      the laws of the state of Indiana on July 16, 1945.
      Prior to March 31, 2000, all of the outstanding
      shares of common stock of the company were owned
      by Indiana Energy, Inc. (Indiana Energy), a public
      utility holding company.

      On June 14, 1999, Indiana Energy and SIGCORP, Inc.
      (SIGCORP) jointly announced the signing of a
      definitive agreement to combine into a new holding
      company named Vectren Corporation (Vectren).  SIGCORP
      was an investor-owned energy and telecommunications
      company that through its subsidiaries provided
      electric and gas service to southwest Indiana and
      energy and telecommunication products and services
      throughout the Midwest and elsewhere.

      The merger was conditioned, among other things, upon
      the approvals of the shareholders of each company and
      customary regulatory approvals. On December 17, 1999,
      the merger was approved by the shareholders of each
      company. On December 20, 1999, the Federal Energy
      Regulatory Commission (FERC) issued an order
      approving the proposed merger. In approving the
      merger, the FERC concluded that the merger was in the
      public interest and would not adversely affect
      competition, rates or regulation.  On January 18,
      2000, the Department of Justice informed the
      Companies that it had concluded its review of their
      Hart Scott Rodino notification filings and would take
      no further action. On March 8, 2000, approval was
      received from the (SEC) under the Public Utility
      Holding Company Act to consummate the merger. The
      merger was therefore completed on March 31, 2000.

      As provided for in the merger agreement, Indiana
      Energy shareholders received one share of Vectren
      common stock for each share of Indiana Energy held at
      the March 31, 2000 closing date. SIGCORP shareholders
      received 1.333 shares of Vectren common stock for
      each share of SIGCORP held at the March 31, 2000
      closing date.  The transaction was accounted for as a
      pooling of interests.  The
      transaction was a tax-free exchange of shares.

      Indiana Gas Company, Inc. and Southern Indiana Gas
      and Electric Company, Inc. (SIGECO), are operating as
      subsidiaries of Vectren.

      Vectren has a December 31 fiscal year end. In order
      to report Indiana Gas's financial operations on a
      consistent basis with Vectren Corporation, Indiana
      Gas changed its year end from September 30 to
      December 31.  This was reported in a Form 8-K filed
      on April 14, 2000. Indiana Gas is reporting its
      transition period of October 1, 1999 to December 31,
      1999 in this amended Form 10-K.  This amended 10-K
      has been prepared to reflect the entire fiscal years
      ended December 31, 1999, 1998 and 1997.

  2.  Summary of Significant Accounting Practices

      A.  Utility Plant and Depreciation
      Except as described below, utility plant is stated at the original
      cost and includes allocations of payroll-related costs and
      administrative and general expenses, as well as an allowance for
      the cost of funds used during construction. Upon normal retirement
      of a depreciable unit of property, the cost is credited to utility
      plant and charged to accumulated depreciation together with the
      cost of removal, less any salvage. No gain or loss is recognized
      upon normal retirement.

      Provisions for depreciation of utility property are determined by
      applying straight-line rates to the original cost of the various
      classifications of property. The average depreciation rate was
      3.5 percent for 1999, 3.5 percent for 1998, and 3.7 percent for
      1997.

      Cost in excess of underlying book value of acquired gas
      distribution companies is reflected as a component of utility
      plant and is being amortized primarily over 40 years.

      B.  Unamortized Debt Discount and Expense
      Indiana Gas was authorized as part of an August 17, 1994, order
      from the Indiana Utility Regulatory Commission (IURC) to amortize
      over a 15-year period the debt discount and expense related to new
      debt issues and future premiums paid for debt reacquired in
      connection with refinancing. Debt discount and expense for issues
      in place prior to this order are being amortized over the lives of
      the related issues. Premiums paid prior to this order for debt
      reacquired in connection with refinancing are being amortized over
      the life of the refunding issue.

      C.  Cash Flow Information
      For the purposes of the Consolidated Statements of Cash Flows, the
      company considers cash investments with an original maturity of
      three months or less to be cash equivalents. Cash paid during the
      periods reported for interest and income taxes were as follows:

<TABLE>

      Thousands                                1999     1998      1997
      <S>                                   <C>       <C>       <C>
      Interest (net of amount capitalized)  $ 16,463  $ 15,356  $ 16,852
      Income taxes                          $ 21,921  $ 25,717  $ 16,919

</TABLE>

      D.  Revenues
      To more closely match revenues and expenses, Indiana Gas records
      revenues for all gas delivered to customers but not billed at the
      end of the accounting period.

      E.  Gas in Underground Storage
      Gas in underground storage at December 31, 1999, was $11.6 million
      compared to $18.2 million at December 31, 1998.  This decrease is
      the result of the replacement of contract storage with increased
      delivery services.

      Based on the average cost of purchased gas during the twelve
      months ended December 31, 1999, the cost of replacing the
      current portion of gas in underground storage exceeded last-in,
      first-out cost at December 31, 1999, by approximately $11.6 million.

      F.  Refundable or Recoverable Gas Cost
      The cost of gas purchased and refunds from suppliers, which differ
      from amounts recovered through rates, are deferred and are being
      recovered or refunded in accordance with procedures approved by
      the IURC.

      G.  Allowance For Funds Used During Construction
      An allowance for funds used during construction (AFUDC), which
      represents the cost of borrowed and equity funds used for
      construction purposes, is charged to construction work in progress
      during the period of construction and included in "Other Income -
      net" on the Consolidated Statements of Income. An annual AFUDC
      rate of 6.0 percent was used for 1999 and 1998, while an annual
      rate of 7.5 percent was used for 1997.

      The table below reflects the total AFUDC capitalized and the
      portion of which was computed on borrowed and equity funds for all
      periods reported.

<TABLE>

      Thousands                            1999      1998     1997
      <S>                                <C>       <C>      <C>
      AFUDC - borrowed funds             $   362   $   303  $   594
      AFUDC - equity funds                   443       341      486
      Total AFUDC capitalized            $   805   $   644  $ 1,080

</TABLE>

      H.  Use of Estimates
      The preparation of financial statements in conformity with
      generally accepted accounting principles requires management to
      make estimates and assumptions that affect the reported amounts of
      assets and liabilities and disclosure of contingent assets and
      liabilities at the date of the financial statements and the
      reported amounts of revenues and expenses during the reporting
      period. Actual results could differ from those estimates.

      I.  Regulatory Assets and Liabilities
      Indiana Gas is subject to the provisions of Statement of Financial
      Accounting Standards No. 71, Accounting for the Effects of Certain
      Types of Regulation (SFAS 71). Regulatory assets represent
      probable future revenue to Indiana Gas associated with certain
      costs which will be recovered from customers through the
      ratemaking process. Regulatory liabilities represent probable
      future reductions in revenues associated with amounts that are to
      be credited to customers through the ratemaking process.
      Regulatory assets and liabilities reflected in the Consolidated
      Balance Sheet as of December 31 (in thousands) relate to the
      following:

<TABLE>

      Regulatory Assets                                 1999         1998
      <S>                                             <C>          <C>
      Postretirement benefits other than pensions     $     442    $  2,239
      Unamortized debt discount and expense              11,906      12,653
      Amounts due from customers - income taxes, net      2,741       1,778
      Deferred acquisition costs                            650         671
                                                      $  15,739    $ 17,341

      Regulatory Liabilities
      Refundable Gas Costs                            $  10,204    $ 14,343

</TABLE>


      Of the above December 31, 1999 balances, $3.4 million is earning a
      return, which is comprised of Amounts due from customers - income
      taxes, net and Deferred acquisition costs.

      The remaining net assets of $0.3 million, while consisting of
      items included in rates but not earning a return, are being
      recovered over varying periods.  Postretirement benefits other
      than pensions will be fully recovered over less than one year.
      Unamortized debt discount and expense will be recovered as
      discussed in Note 2C.  Refundable gas costs will be refunded as
      discussed in Note 2G.

      It is Indiana Gas' policy to continually assess the recoverability
      of costs recognized as regulatory assets and the ability to
      continue to account for its activities in accordance with SFAS 71,
      based on the criteria set forth in SFAS 71. Based on current
      regulation, Indiana Gas believes such accounting is appropriate.
      If all or part of Indiana Gas' operations cease to meet the
      criteria of SFAS 71, a write-off of related regulatory assets and
      liabilities would be required. In addition, Indiana Gas would be
      required to determine any impairment to the carrying costs of
      deregulated plant and inventory assets.

      J.  Reclassifications
      Certain reclassifications have been made in the company's
      financial statements of prior years to conform to the current year
      presentation.  These reclassifications have no impact on
      previously reported net income.

      3. Corporate Restructuring
      In April 1997, the Board of Directors of Indiana Energy approved a
      growth strategy designed to support the company's transition into
      a more competitive environment.

      During 1997, the Indiana Gas Board of Directors authorized
      management to undertake the actions necessary and appropriate to
      restructure Indiana Gas' operations and recognize a resulting
      restructuring charge of $39.5 million ($24.5 million after-tax)
      for  1997 as described below.

      In July 1997, the company advised its employees of its plan to
      reduce its work force from about 1,025 full-time employees at June
      30, 1997, to approximately 800 employees by 2002. The reductions
      are being implemented through involuntary separation and
      attrition. Indiana Gas recorded restructuring costs of $5.4
      million during 1997 related to the involuntary terminations
      planned under the company's specific near-term employee reduction
      plan, which was scheduled for completion by the end of  1999.
      These costs include separation pay in accordance with Indiana Gas'
      severance policy of $3.9 million, and net curtailment losses
      related to these employees' postretirement and pension benefits.
      As a result of initial work force reductions during September 1997
      and primarily attrition thereafter, most of the reductions
      contemplated during the two year period and accrued originally
      have been achieved.  During 1999, the company reviewed its
      remaining accruals for costs associated with the involuntary work
      force reductions.  Taking into consideration an unexpectedly high
      level of voluntary terminations, the company determined that no
      additional significant involuntary work force reductions were
      likely to occur.  In 1998, $2.2 million of involuntary termination
      benefits had been paid.  As a result, the severance accrual and
      other operating expenses were reduced by $1.7 million during  year
      1999.

      Indiana Gas' management also committed to sell, abandon or
      otherwise dispose of certain assets, including buildings, gas
      storage fields and intangible plant. Indiana Gas recorded
      restructuring costs of $34.1 million during 1997 to adjust the
      carrying value of those assets to estimated fair value. These
      assets have been sold or are no longer in use.

      4.  Short-Term Borrowings
      Effective in March 1999, Indiana Gas implemented a $100 million
      commercial paper program.  Indiana Gas' commercial paper is priced
      to the public at a rate determined by current money market
      conditions.  At December 31, 1999 Indiana Gas had approximately
      $82.2 million outstanding.

      In addition to Indiana Gas' $100 million committed facility for
      its commercial paper program, Indiana Gas has an aggregate $20
      million line of credit.  At December 31, 1999, Indiana Gas had no
      outstanding bank loans.  These lines are renewable annually.
      Indiana Gas compensates the participating banks with
      arrangements that vary from no commitment fees to a combination
       of fees that are mutually agreeable.  Notes payable to
      banks bore interest at rates negotiated with the banks at the time
      of borrowing.  Indiana Gas' Board of Directors has authorized
      short-term borrowings of up to $150 million.

      Commercial paper and bank loans outstanding during the reported
      periods were as follows:


<TABLE>

      Thousands                                            1999(1)   1998(2)  1997(2)
      <S>                                                 <C>       <C>      <C>
      Outstanding at year end                             $ 83,000  $ 48,675 $ 71,000
      Weighted average interest rates at year end             6.3%      5.8%     6.0%
      Weighted average interest rates during the year         5.5%      5.7%     5.5%
      Weighted average total outstanding during the year  $ 38,068  $ 35,734 $ 29,800
      Maximum total outstanding during the year           $ 93,200  $ 50,950 $ 71,000

      (1)  Commercial paper
      (2)  Bank loans

</TABLE>

      5.  Long-Term Debt
      In July 1999, Indiana Gas retired $10 million of 8.90% Notes.

      In July 1999, Indiana Gas filed a registration statement with the
      Securities and Exchange Commission with respect to $100 million in
      debt securities.  Indiana Gas expects to issue this debt pursuant
      to a medium term note program, denominated as Series G.  The net
      proceeds from the sale of these new debt securities will be used
      for general corporate purposes, including repayment of long term
      debt and financing of Indiana Gas' continuing construction
      program.

      On October 5, 1999, Indiana Gas issued $30 million in principal
      amount of Series G Medium Term Notes bearing interest at the per
      annum rate of 7.08% with a maturity date of October 5, 2029.

      Consolidated maturities and sinking fund requirements on long-term
      debt subject to mandatory redemption during the five years
      following 1999 are (in millions) $3.25 in 2002, $18.25 in 2003 and
      $3.25 in 2004.

      Provisions under which certain of Indiana Gas' Series E, Series F
      and Series G Medium Term Notes were issued entitle the holders of
      $137 million of these notes to put the debt back to Indiana Gas at
      face value at certain specified dates before maturity beginning in
      2000. Long-term debt (in millions) subject to the put provisions
      during the five years following 1999 totals $5.0 in 2000, $11.5 in
      2002 and $3.5 in 2004.

      6.  Fair Value of Financial Instruments
      The estimated fair values of the company's financial instruments
      were as follows:

<TABLE>

                                     December 31, 1999       December 31, 1998
                                     Carrying     Fair       Carrying     Fair
      Thousands                       Amount     Value        Amount     Value
      <S>                            <C>         <C>         <C>        <C>
      Cash and cash equivalents      $    353    $    353    $     20   $     20
      Notes payable                  $ 82,172    $ 82,172    $ 48,675   $ 48,675
      Long-term debt (includes
        amounts due within one year) $211,849    $188,976    $181,964   $162,000

</TABLE>

      Certain methods and assumptions must be used to estimate the fair
      value of financial instruments. Because of the short maturity of
      cash and cash equivalents and notes payable, the carrying amounts
      approximate fair values for these financial instruments. The fair
      value of the company's long-term debt was estimated based on the
      quoted market prices for the same or similar issues or on the
      current rates offered to the company for debt of the same
      remaining maturities.

      Under current regulatory treatment, call premiums on reacquisition
      of long-term debt are generally recovered in customer rates over
      the life of the refunding issue or over a 15-year period (see Note
      2C). Accordingly, any reacquisition would not be expected to have
      a material effect on the company's financial position or results
      of operations.

      7.  Capital Stock
      Indiana Gas has 16 million shares of authorized no par value
      common stock.

      Indiana Gas has 4 million shares of authorized and unissued
      preferred stock.

      8.  Retirement Plans and Other Postretirement Benefits
      Indiana Energy, Inc. and subsidiaries have multiple defined
      benefit pension and other postretirement benefit plans. The
      nonpension plans include plans for health care and life insurance.
      All of the plans are non-contributory with the exception of the
      health care plan which contains cost-sharing provisions whereby
      employees retiring after January 1, 1996, are required to make
      contributions to the plan when increases in the companies' health
      care costs exceed the general rate of inflation, as measured by
      the Consumer Price Index (CPI).  Indiana Gas is a participating
      company in those plans and all amounts disclosed below relate
      solely to Indiana Gas.

      The IURC has authorized Indiana Gas to recover the costs related
      to postretirement benefits other than pensions under the accrual
      method of accounting consistent with Statement of Financial
      Accounting Standards No. 106, Employers' Accounting for
      Postretirement Benefits Other Than Pensions. Amounts accrued prior
      to that authorization were deferred as allowed by the IURC and are
      currently being amortized.

      During the three years ended December 31, 1999, net periodic pension
      benefit was $(1,183), $(1,053) and $(504), respectively.  For the
      same three years, net periodic postretirement benefit expense other
      than pensions was $4,780, $6,317 and $7,375, respectively.  The prepaid
      pension benefit cost reflected in the accompanying balance sheet is
      $6,291 and $4,548 as of Decmeber 31, 1999 and December 31, 1998.  The
      accrued postretirement benefit cost reflected in the accompanying balance
      sheet is $28,474 and $25,884 as of December 31, 1999 and December 31,
      1998.

      The detailed disclosures of benefit components that follow are
      based on an actuarial valuation performed for the September 30, 1999,
      1998, and 1997 financial statements using a measurement date as of
      June 30, 1999.  In management's opinion, the disclsoures required as
      of and for the years ended December 31, 1999, 1998 and 1997 would not
      differ materially from those presented below.

<TABLE>
                                 Pension Benefits        Other Benefits
      Thousands               1999    1998    1997    1999     1998     1997
      <S>                   <C>     <C>     <C>      <C>      <C>      <C>
      Service cost          $ 1,617 $ 1,133 $ 1,268  $   738  $   608  $   770
      Interest cost           4,887   4,504   4,847    3,098    3,075    3,311
      Expected return
        on plan assets       (7,310) (6,393) (6,606)       -        -        -
      Amortization of
        transition
        obligation (asset)     (316)   (316)   (309)   1,955    1,955    2,280
      Amortization of
        loss (gain)
        and other               108     (19)    884     (149)   1,354    1,397
      Net periodic
        benefit cost        $(1,014)$(1,091) $   84  $ 5,642  $ 6,992  $ 7,758

</TABLE>

      A reconciliation of the plans' benefit obligations, fair value of
      plan assets, funded status and amounts recognized in the company's
      statement of financial position follows:


<TABLE>
                                        Pension Benefits        Other Benefits

      Thousands                         1999      1998          1999      1998
      <S>                              <C>       <C>          <C>      <C>
      Benefit obligation at
        beginning of year              $76,708   $65,977      $47,501  $ 42,883
      Service cost                       1,617     1,133          738       608
      Interest cost                      4,887     4,504        3,098     3,075
      Actuarial loss
        (gain) and other                (9,216)    9,553       (5,373)    3,998
      Benefits paid                     (4,715)   (4,460)      (2,944)   (3,064)
      Benefit obligation at
        the end of the year             69,281    76,707       43,020    47,500

      Fair value of plan assets
        at beginning of year            97,628    87,801            -         -
      Actual return on plan assets       8,179    14,194            -         -
      Employer contributions               119        93        2,944     3,064
      Benefits paid                     (4,715)   (4,460)      (2,944)   (3,064)
      Fair value of plan assets
        at end of year                 101,211    97,628            -         -

      Funded status                     31,930    20,921      (43,020)  (47,500)
      Unrecognized prior service cost      374     3,602            -         -

      Unrecognized net obligation
        (assets) from transition          (882)   (1,198)      27,375    29,330
      Unrecognized net (gain)
        loss and other                 (25,965)  (19,371)     (12,224)    (6,999)
      Prepaid (accrued) benefit cost
        at end of year                $  5,457  $  3,954     $(27,869)  $(25,169)

</TABLE>

      The aggregate benefit obligation and aggregate fair value of plan
      assets for pension plans with benefit obligations in excess of
      plan assets were, in thousands, $5,518 and $0, respectively as of
      December 31, 1999, and $5,503 and $0, respectively as of December
      31, 1998.

      Weighted-average assumptions used in the accounting for these
      plans were as follows:

<TABLE>

                             Pension Benefits        Other Benefits
      Thousands              1999       1998        1999       1998
      <S>                    <C>      <C>           <C>        <C>
      Discount rate          7.50%      6.75%       7.50%      6.75%
      Expected return
         on plan assets      9.00%      9.00%         n/a        n/a
      Rate of compensation
         increase            5.00%    5% to 5.5%      n/a        n/a
      CPI rate                n/a        n/a        3.50%      3.50%

</TABLE>

      The assumed health care cost trend rate for medical gross eligible
      charges used in measuring the postretirement benefit obligation
      for the health care plan as of December 31, 1999, was 6.5 percent
      for  2000. This rate is assumed to decrease gradually through
      2004 to 5.0 percent and remain at that level thereafter.

      A 1 percent change in the assumed health care cost trend rates for
      the company's postretirement health care plan would have the
      following effects:

<TABLE>

      Thousands                                  1% Increase   1% Decrease
      <S>                                        <C>           <C>
      Effect on the aggregate of the service
         and interest cost components             $     70      $    (63)

      Effect on the postretirement
         benefit obligation                       $    775      $   (701)

</TABLE>

      The company also participates in Indiana Energy's defined
      contribution retirement savings plan which is qualified under
      sections 401(a) and 401(k) of the Internal Revenue Code. During
      1999, 1998 and 1997, the company made contributions, in millions,
      to this plan of $1.2, $1.8 and $2.4, respectively.

      9.  Commitments
      Estimated capital expenditures for 2000 are $58 million. Lease
      commitments, in millions, are $2.4 in 2000, $1.5 in 2001, $1.5 in
      2002, $1.4 in 2003, $1.0 in 2004 and $3.7 in total for all later
      years. There are no leases that extend beyond 2036. Indiana Gas
      has storage and supply contracts that extend up to 6 years.  Total
      lease expense was $2.0 in 1999, approximately $1.0 in 1998 and
      approximately $2.2 in 1997.

      The Company is party to various legal proceedings arising in the
      normal course of business.  In the opinion of management of the
      Company, however, there are no legal proceedings pending against
      the Company that are likely to have a material adverse effect on
      the financial position or results of operations of the Company.

      10.  Income Taxes
      Indiana Energy, Inc. and subsidiary companies file a consolidated
      federal income tax return.  Indiana Gas' current and deferred tax
      expense is computed on a separate company basis.  The components
      of consolidated income tax expense for Indiana Gas were as
      follows:

<TABLE>

      Thousands                             1999      1998      1997
      <S>                                 <C>       <C>       <C>
      Current:
         Federal                          $15,702   $11,828   $18,436
         State                              2,444     1,968     2,952
                                           18,146    13,796    21,388
      Deferred:
         Federal                             (484)    1,067   (11,703)
         State                                  2       125      (942)
                                             (482)    1,192   (12,645)

      Amortization of investment
         tax credits                         (930)     (930)     (930)
      Consolidated income tax expense     $16,734   $14,058  $  7,813

</TABLE>

      The recording of restructuring costs of $39.5 million in 1997 had
      the effect of decreasing deferred income tax expense by
      approximately $15.0 million.

      Effective income tax rates were 36.01 percent, 34.39 percent and
      36.41 percent of pretax income for 1999, 1998 and 1997,
      respectively. This compares with a combined federal and state
      income tax statutory rate of 37.93 percent for all years reported.
      Individual components of these rate differences were not
      significant except investment tax credit which amounted to (2.0%)
      in 1999, (2.3%) in 1998 and (4.3%) in 1997.

      As required by the IURC, Indiana Gas uses a normalized method of
      accounting for deferred income taxes. Deferred income taxes
      reflect the net tax effect of temporary differences between the
      carrying amounts of assets and liabilities for financial reporting
      purposes and the amounts used for income tax purposes. Deferred
      income taxes are provided for taxes not currently payable due to,
      among other things, the use of various accelerated depreciation
      methods, shorter depreciable lives and the deduction of certain
      construction costs for tax purposes. Taxes deferred in prior years
      are being charged and income credited as these tax effects reverse
      over the lives of the related assets.

      Significant components of Indiana Gas' net deferred tax liability
      as of December 31, 1999, and 1998, are as follows:

<TABLE>

      Thousands                                 1999       1998
      <S>                                    <C>        <C>
      Deferred tax liabilities:
         Accelerated depreciation            $ 52,414   $ 50,708
         Property basis differences             6,527      7,272
         Acquisition adjustment                 5,861      6,050
         Other                                  5,101      4,756
      Deferred tax assets:
         Deferred investment tax credit        (3,092)    (3,445)
         Regulatory income tax asset
             (liability)                         (649)        (5)
      Less deferred income taxes related
         to current assets and liabilities     (5,101)    (4,756)
      Balance as of December 31              $ 61,061   $ 60,580

</TABLE>

      Investment tax credits have been deferred and are being credited
      to income over the life of the property giving rise to the credit.
      The Tax Reform Act of 1986 eliminated investment tax credits for
      property acquired after January 1, 1986.

      11.  Environmental Costs
      In the past, Indiana Gas and others, including former affiliates,
      and/or previous landowners, operated facilities for the
      manufacturing of gas and storage of manufactured gas. These
      facilities are no longer in operation and have not been operated
      for many years. Under currently applicable environmental laws and
      regulations, Indiana Gas, and the others, may now be required to
      take remedial action if certain byproducts are found above a
      regulatory threshold at these sites.

      Indiana Gas has identified the existence, location and certain
      general characteristics of 26 gas manufacturing and storage sites.
      Based upon the site work completed to date, Indiana Gas believes
      that a level of contamination that may require some level of
      remedial activity may be present at a number of the sites. Removal
      activities have been conducted at several sites and a remedial
      investigation/feasibility study (RI/FS) has been completed at one
      of the sites under an agreed order between Indiana Gas and the
      Indiana Department of Environmental Management (IDEM), with a
      Record of Decision (ROD) expected to be issued by IDEM in
      2000. Although Indiana Gas has not begun an RI/FS at additional
      sites, Indiana Gas has submitted several of the sites to IDEM's
      Voluntary Remediation Program (VRP) and is currently conducting
      some level of remedial activities including groundwater monitoring
      at certain sites where deemed appropriate and will continue
      remedial activities at the sites as appropriate and necessary.

      Based upon the work performed to date, Indiana Gas has accrued
      investigation, remediation, groundwater monitoring and related
      costs for the sites. Estimated costs of certain remedial actions
      that may likely be required have also been accrued. Costs
      associated with environmental remedial activities are accrued when
      such costs are probable and reasonably estimable. Indiana Gas does
      not believe it can provide an estimate of the reasonably possible
      total remediation costs for any site prior to completion of an
      RI/FS and the development of some sense of the timing for
      implementation of the site specific  remedial alternative, to the
      extent such remediation is required. Accordingly, the total costs
      which may be incurred in connection with the remediation of all
      sites, to the extent remediation is necessary, cannot be
      determined at this time.

      Indiana Gas has been seeking to recover the costs it has incurred
      and expects to incur relating to the 26 sites from insurance
      carriers and other potentially responsible parties (PRPs). The
      IURC has determined that these costs are not recoverable from
      utility customers.

      Indiana Gas has completed the process of identifying PRPs and now
      has PRP agreements in place covering 19 of the 26 sites.  The
      agreements provide for coordination of efforts and sharing of
      investigation and clean-up costs incurred and to be incurred at
      the sites.  PSI Energy, Inc. is a PRP on all 19 sites.  Northern
      Indiana Public Service Company is a PRP on 5 of the 19 sites.
      These agreements limit Indiana Gas' share of past and future
      response costs at these 19 sites to between 20 and 50 percent.
      Based on the agreements, Indiana Gas has recorded a receivable
      from PRPs for their unpaid share of the liability for work
      performed by Indiana Gas to date, as well as accrued Indiana Gas'
      proportionate share of the estimated cost related to work not yet
      performed.

      Indiana Gas has filed a complaint in Indiana state court to
      continue its pursuit of insurance coverage from four insurance
      carriers, with the trial scheduled for early 2000.  As of December
      31, 1999, Indiana Gas has recorded settlements from other
      insurance carriers in an aggregate amount of approximately $15.5
      million.  Subsequent to December 31, 1999, an agreement in
      principle has been reached with all of these insurers.

      These environmental matters have had no material impact on
      earnings since costs recorded to date approximate insurance
      settlements received. While Indiana Gas has recorded all costs
      which it presently expects to incur in connection with remediation
      activities, it is possible that future events may require some
      level of additional remedial activities which are not presently
      foreseen.

      12.  Affiliate Transactions
      ProLiance Energy, LLC (ProLiance), a non-regulated marketing
      affiliate of Indiana Energy, began providing natural gas supply
      and related services to Indiana Gas effective April 1, 1996.
      Indiana Gas' purchases from ProLiance for resale and for
      injections into storage for 1999, 1998 and 1997 totaled $240.7
      million, $232.2 million and $311.7 million, respectively.

      The sale of gas and provision of other services to Indiana Gas by
      Indiana Energy's marketing affiliates are subject to regulatory
      review through the quarterly gas cost adjustment proceeding
      currently pending before the IURC.

      On September 12, 1997, the Indiana Utility Regulatory Commission
      (IURC) issued a decision finding the gas supply and portfolio
      administration agreements between ProLiance and Indiana Gas and
      ProLiance and Citizens Gas (the gas supply agreements) to be
      consistent with the public interest. The IURC's decision reflected
      the significant gas cost savings to customers obtained by
      ProLiance's services and suggested that all material provisions of
      the agreements between ProLiance and the utilities are reasonable.
      Nevertheless, with respect to the pricing of gas commodity
      purchased from ProLiance and two other pricing terms, the IURC
      concluded that additional findings in the gas cost adjustment
      (GCA) process would be appropriate and directed that these matters
      be considered further in the pending, consolidated GCA proceeding
      involving Indiana Gas and Citizens Gas. The IURC has not yet
      established a schedule for conducting these additional
      proceedings.

      The IURC's September 12, 1997, decision was appealed to the
      Indiana Court of Appeals by certain Petitioners including the
      Indiana Office of Utility Consumer Counselor, the Citizens Action
      Coalition of Indiana and a small group of large-volume customers.
      On October 8, 1998, the Indiana Court of Appeals issued a decision
      which reversed and remanded the case to the IURC with instructions
      that the gas supply agreements be disapproved. The basis for the
      decision was that because the gas supply agreements provide for
      index based pricing of gas commodity sold by ProLiance to the
      utilities, the gas supply agreements should have been the subject
      of an application for approval of an alternative regulatory plan
      under Indiana statutory law.

      On April 22, 1999, the Indiana Supreme Court granted a petition
      for transfer of the case and will now consider the appeal of the
      IURC's decision and issue its own decision on the merits of the
      appeal at a later date.  By granting transfer, the Supreme Court
      has vacated the Court of Appeals' decision.

      If the Supreme Court reverses the IURC's decision , the case will
      be remanded to the IURC for further proceedings regarding the
      public interest in the gas supply agreements. If the Supreme Court
      affirms the IURC's decision, the reasonableness of certain of the
      gas costs incurred by Indiana Gas under the gas supply agreements
      will be further reviewed by the IURC in the consolidated GCA
      proceeding. The existence of significant benefits to the utilities
      and their customers resulting from ProLiance's services has not
      been challenged on appeal.  Indiana Gas is continuing to utilize
      ProLiance for its gas supply.

      On or about August 11, 1998, Indiana Gas, Citizens Gas and
      ProLiance each received a Civil Investigative Demand ("CID") from
      the United States Department of Justice requesting information
      relating to Indiana Gas' and Citizens Gas' relationship with and
      the activities of ProLiance. The Department of Justice issued the
      CID to gather information regarding ProLiance's formation and
      operations, and to determine if trade or commerce has been
      restrained. Indiana Gas and ProLiance have provided all
      information requested and management continues to believe that
      there are no significant issues in this matter.

      While the results of the ProLiance issues mentioned above cannot
      be predicted, management does not expect these matters to have a
      material impact on Indiana Gas' financial position or results of
      operations.  However, no assurance can be provided.

      CIGMA, LLC, owned jointly and equally by IGC Energy, Inc., an
      indirect wholly owned subsidiary of Indiana Energy, and Citizens
      By-Products Coal Company, a wholly owned subsidiary of Citizens
      Gas,  provides materials acquisition and related services that are
      used by Indiana Gas. Indiana Gas' purchases of these services
      during 1999 and 1998 totaled $17.3 million and $15.9 million,
      respectively.

      IEI Services, a wholly owned subsidiary of Indiana Energy,
      provides information technology, financial, human resources,
      building and fleet services.  Amounts billed by IEI Services to
      Indiana Gas for 1999 and 1998 were $31.4 million and $25.9
      million, respectively.

      Indiana Gas also participates in a centralized cash management
      program with its parent, affiliated companies and banks which
      permits funding of checks as they are presented.

      Amounts owed to affiliates totaled $28.8 million and $27.9 million
      at December 31, 1999 and 1998, respectively, and are included in
      Accounts Payable on the Consolidated Balance Sheets.

      Amounts due from affiliates totaled $3.0 million and $2.0 million
      at December 31, 1999 and 1998, respectively, and are included in
      Accounts Receivable on the Consolidated Balance Sheets.

      13.  New Accounting Standards
      For  1999, the company adopted Statement of Financial Accounting
      Standards (SFAS) No. 131, Disclosures about Segments of an
      Enterprise and Related Information.  This statement establishes
      standards for the way that public companies report information
      about operating segments in annual financial statements and
      requires that those companies report selected information about
      operating segments in annual and interim financial reports issued
      to shareholders. Indiana Gas has no reportable segments.

      In June 1998, the FASB issued SFAS No. 133, Accounting for
      Derivative Instruments and Hedging Activities. The statement
      establishes accounting and reporting standards requiring that
      every derivative instrument, including certain derivative
      instruments embedded in other contracts, be recorded in the
      balance sheet as either an asset or liability measured at its fair
      value. The statement requires that changes in the derivative's
      fair value be recognized currently in earnings unless specific
      hedge accounting criteria are met. Special accounting for
      qualifying hedges allows a derivative's gains and losses to offset
      related results on the hedged item in the income statement, and
      requires that a company must formally document, designate, and
      assess the effectiveness of transactions that receive hedge
      accounting. In June 1999, the FASB issued SFAS 137, which defers
      the effective date of SFAS 133.  ProLiance utilizes derivative
      instruments to manage pricing decisions, minimize the risk of
      price volatility, and minimize price risk exposure in the energy
      markets. SFAS 133 is now effective for ProLiance and Indiana Gas
      in 2001. ProLiance has not yet quantified the impact of adopting
      this statement on its financial position or results of operations.
      Likewise, Indiana Gas has not quantified the impact of adopting
      this statement on its financial position or results or operations.

      14.  Summarized Financial Data (Unaudited)
      Summarized quarterly financial data (in thousands of dollars) for
      1999 and 1998 are as follows:

<TABLE>

      1999: THREE MONTHS ENDED      MAR. 31 JUNE 30  SEP. 30  DEC. 31
      <S>                          <C>      <C>      <C>     <C>
      Operating revenues           $161,484 $72,131  $60,499 $137,247
      Operating income (loss)        27,876   4,183  (2,086)   15,728
      Net income (loss)              23,998     639  (5,791)   10,896

      1998: THREE MONTHS ENDED      MAR. 31 JUNE 30  SEP. 30  DEC. 31
      Operating revenues           $163,131 $70,560  $61,821 $124,947
      Operating income (loss)        23,428   3,929  (1,933)   16,577
      Net income (loss)              19,258     321  (5,285)   12,531

</TABLE>

      Note: Because of the seasonal factors that significantly affect
      the companies' operations, the results of operations for interim
      periods within  years are not comparable.



Item 9.     Changes in and Disagreements with Accountants

            None.


Part III

Item 10.    Directors and Executive Officers of the Registrant

       Except for the list of the executive officers, which
       can be found in Part I, Item 4(a) of this report, the
       information required to be shown in this part for Item
       10, Directors and Executive Officers of the Registrant
       is incorporated by reference here from the Form 10-K
       of the registrant's parent company, Indiana Energy,
       Inc.  That statement was prepared and filed
       electronically with the Securities and Exchange
       Commission on December 29, 1999.  The information is
       included in Item 10 of the 1999 10-K and attached as
       Exhibit 99.

Item 11.    Executive Compensation

       The information required to be shown in this part for
       Item 11, Executive Compensation, is incorporated by
       reference here from the Form 10-K report of the
       registrant's parent company, Indiana Energy, Inc. That
       report was prepared and filed electronically with the
       Securities and Exchange Commission on December 29,
       1999. The information is included in Item 11 of the
       1999 10-K and attached as Exhibit 99.

       Contained in the Indiana Energy Form 10-K, Summary
       Compensation Table, Column C and Column D, Salary
       Amounts and Bonus Amounts, are some compensation
       dollars which are allocated to subsidiaries of Indiana
       Energy other than Indiana Gas.  The named executives
       received the following compensation, including Bonus,
       for the years ended December 31, 1999, 1998 and 1997,
       as it relates to only Indiana Gas.

<TABLE>

                            1999         1998         1997
<S>                        <C>            <C>        <C>
Lawrence A. Ferger         $510,418     $620,335   $556,769

Paul T. Baker               398,395      406,862    367,154
Niel C. Ellerbrook          347,167      296,777    278,703
Anthony E. Ard              189,278      182,177    214,730
Timothy M. Hewitt           208,539      200,010    228,661

</TABLE>

Item 12.    Securities Ownership of Certain Beneficial Owners
            and Management

       The information required to be shown in this part for
       Item 12, Securities Ownership of Certain Beneficial
       Owners and Management, is incorporated by reference
       here from the  1999 10-K of the registrant's parent
       company, Indiana Energy, Inc.  That statement was
       prepared and filed electronically with the Securities
       and Exchange Commission on December 29, 1999. The
       information is included in Item 12 of the 1999 10-K
       and attached as Exhibit 99.

Item 13.    Certain Relationships and Related Transactions

       The information required to be shown in this part for
       Item 13, Certain Relationships and Related
       Transactions is incorporated by reference here from
       the 1999 10-K of Indiana Energy, Inc. That statement
       was prepared and filed electronically with the
       Securities and Exchange Commission on December 29,
       1999. The information is included in Item 12 of the
       1999 10-K and attached as Exhibit 99.

Part IV


Item 14.    Exhibits, Financial Statement Schedules, and
            Reports on Form 8-K

       The following documents are filed as part of this
       report:

       (a)-1     Financial Statements


<TABLE>
                                                      Location in 10-K
       <S>                                            <C>
       Report of Independent Public Accountants           Item 8


       Consolidated Statements of Income - 1999,
       1998 and 1997                                      Item 8


       Consolidated Statements of Cash Flows - 1999,
       1998 and 1997                                      Item 8


       Consolidated Balance Sheets at December 31,
       1999 and 1998                                      Item 8


       Consolidated Statements of Common
       Shareholder's Equity - 1999, 1998 and 1997         Item 8


       Consolidated Schedules of Long-Term Debt
       as of December 31, 1999 and 1998                  Item 8

       Notes to Financial Statements                      Item 8

</TABLE>

  (a)-2   Financial Statement Schedules

       Report of Independent Public Accountants on Schedules

       Schedule II.   Valuation and Qualifying
                      Accounts - 1999, 1998 and 1997

  (a)-3   Exhibits

       See Exhibit Index

       On October 29, 1999, Indiana Gas filed a Current Report on Form
       8-K with respect to the release by Indiana Energy, Inc. (Indiana
       Energy) of summary financial information to the investment
       community regarding Indiana Energy's consolidated results of
       operations, financial position and cash flows for the twelve-
       month periods ended September 30, 1999.  Items reported include:

                    Item 5.   Other Events

                    Item 7.   Exhibits

                          99  Financial Analyst Report - Fourth Quarter 1999


<TABLE>

                              EXHIBIT INDEX

  Exhibit No.         Description               Reference
<S>             <C>                      <C>
2-A             Agreement and Plan of    Exhibit 2 to Indiana
                Merger dated as of       Energy's Current
                June 11, 1999, among     Report on Form 8-K
                Indiana Energy, Inc.,    dated as of June 11,
                SIGCORP, Inc. and        1999, and filed as of
                Vectren Corporation.     June 15, 1999.

2-B             Amendment No.1, dated    Exhibit 2 to Indiana
                December 14, 1999 to     Energy's Current
                Agreement and Plan of    Report on Form 8-K
                Merger (Set forth in 2-  dated as of December
                A, above)                16, 1999, and filed as
                                         of December 16, 1999.
2-C             Asset Purchase           Exhibit 2 and 99.1 to
                Agreement dated          Indiana Energy, Inc.
                December 14, 1999        Current Report on Form
                between Indiana          8-K dated as of
                Energy, Inc., Dayton     December 14, 1999 and
                Power and Light Co.,     filed as of December
                Inc. and Number -3CHK    28, 1999.
                with commitment letter
                for 364-Day Credit
                Facility dated
                December 16, 1999

3-A             Amended and Restated     Exhibit 3-A to Indiana
                Articles of              Gas' Quarterly Report
                Incorporation.           on Form 10-Q for the
                                         quarterly period ended
                                         March 31, 1997.

3-B             Amended and Restated     Exhibit 3-B to Indiana
                Code of By-Laws.         Gas' Quarterly Report
                                         on Form 10-Q for the
                                         quarterly period ended
                                         March 31, 1997.

4-A             Indenture dated          Exhibit 4(a) to
                February 1, 1991,        Indiana Gas Company,
                between Indiana Gas      Inc.'s Current Report
                and Continental Bank,    on Form 8-K dated
                National Association.    February 1, 1991, and
                                         filed February 15,
                                         1991; First
                                         Supplemental Indenture
                                         thereto dated as of
                                         February 15, 1991,
                                         (incorporated by
                                         reference to Exhibit
                                         4(b) to Indiana Gas
                                         Company, Inc.'s
                                         Current Report on Form
                                         8-K dated February 1,
                                         1991, and filed
                                         February 15, 1991);
                                         Second Supplemental
                                         Indenture thereto
                                         dated as of September
                                         15, 1991,
                                         (incorporated by
                                         reference to Exhibit
                                         4(b) to Indiana Gas
                                         Company, Inc.'s
                                         Current Report on Form
                                         8-K dated September
                                         15, 1991, and filed
                                         September 25, 1991);

                                         Third Supplemental
                                         Indenture thereto
                                         dated as of September
                                         15, 1991 (incorporated
                                         by reference to
                                         Exhibit 4(c) to
                                         Indiana Gas Company,
                                         Inc.'s Current Report
                                         on Form 8-K dated
                                         September 15, 1991 and
                                         filed September 25,
                                         1991);

                                         Fourth Supplemental
                                         Indenture thereto
                                         dated as of
                                         December 2, 1992,
                                         (incorporated by
                                         reference
                                         to Exhibit 4(b) to
                                         Indiana
                                         Gas Company, Inc.'s
                                         Current Report on Form
                                         8-K dated December 1,
                                         1992, and filed
                                         December 8, 1992);
                                         Officers' Certificate
                                         pursuant to Section
                                         301 of the Indenture
                                         dated as of
                                         April 5, 1995,
                                         (incorporated by
                                         reference to Exhibit
                                         4(a) to Indiana Gas
                                         Company, Inc.'s
                                         Current Report on Form
                                         8-K dated and filed
                                         April 5, 1995); and
                                         Officers' Certificate
                                         pursuant to Section
                                         301 of the Indenture
                                         dated as of November
                                         19, 1997 (incorporated
                                         by reference to
                                         Exhibit 4 to Indiana
                                         Gas Company, Inc.'s
                                         Report on Form 8-K
                                         dated November 19,
                                         1997 and filed
                                         December 5, 1997);
                                         Officer's Certificate
                                         pursuant to Section
                                         301 of the Indenture
                                         dated as of August 13,
                                         1999 (incorporated by
                                         reference to Exhibit 4
                                         to Indiana Gas Company
                                         Inc.,'s Current Report
                                         on Form 8-K dated
                                         August 13, 1999, and
                                         filed August 17,
                                         1999).

10-A            Employment Agreement     Exhibit 10-A to
                between Indiana          Indiana Energy, Inc.'s
                Energy, Inc. and         Quarterly Report on
                Lawrence A. Ferger       Form 10-Q for the
                effective January 1,     quarterly period ended
                1999.                    December 31, 1998.
10-B            Employment Agreement     Exhibit 10-B to
                between Indiana          Indiana Energy, Inc.'s
                Energy, Inc. and Niel    Quarterly Report on
                C. Ellerbrook            Form 10-Q for the
                effective January 1,     quarterly period ended
                1999.                    December 31, 1998.
10-C            Employment Agreement     Exhibit 10-C to
                between Indiana          Indiana Energy, Inc.'s
                Energy, Inc. and Paul    Quarterly Report on
                T. Baker effective       Form 10-Q for the
                January 1, 1999.         quarterly period ended
                                         December 31, 1998.
10-D            Employment Agreement     Exhibit 10-D to
                between Indiana          Indiana Energy, Inc.'s
                Energy, Inc. and         Quarterly Report on
                Anthony E. Ard           Form 10-Q for the
                effective January 1,     quarterly period ended
                1999.                    December 31, 1998.
10-E            Employment Agreement     Exhibit 10-E to
                between Indiana          Indiana Gas Company,
                Energy, Inc. and         Inc.'s Quarterly
                Timothy M. Hewitt,       Report on Form 10-Q
                effective January 1,     for the quarterly
                1999.                    period ended December
                                         31, 1998.
10-F            Indiana Energy, Inc.     Exhibit 10-G to
                Unfunded Supplemental    Indiana Energy, Inc.'s
                Retirement Plan for a    Quarterly Report on
                Select Group of          Form 10-Q for the
                Management Employees     quarterly period ended
                as amended and           December 31, 1998.
                restated effective
                December 1, 1998.
10-G            Indiana Energy, Inc.     Exhibit 10-H to
                Nonqualified Deferred    Indiana Energy, Inc.'s
                Compensation Plan        Quarterly Report on
                effective January 1,     Form 10-Q for the
                1999.                    quarterly period ended
                                         December 31, 1998.
10-H            Indiana Energy, Inc.     Exhibit 10-I to
                Executive Restricted     Indiana Energy, Inc.'s
                Stock Plan as amended    Quarterly Report on
                and restated             Form 10-Q for the
                effective December 1,    quarterly period ended
                1998.                    December 31, 1998.
10-I            Indiana Energy, Inc.     Exhibit 10-D to
                Annual Management        Indiana Energy's 1987
                Incentive Plan           Annual Report on Form
                effective October 1,     10-K.
                1987.
10-J            First Amendment to       Exhibit 10-Q to
                the Indiana Energy,      Indiana Energy's 1998
                Inc. Annual              Annual Report on Form
                Management Incentive     10-K.
                Plan (set forth in 10-
                I above) effective
                October 1, 1997.
10-K            Indiana Energy, Inc.     Exhibit 10-J to
                Directors' Restricted    Indiana Energy, Inc.'s
                Stock Plan, as           Quarterly Report on
                amended and restated     Form 10-Q for the
                effective December 1,    quarterly period ended
                1998.                    December 31, 1998.
10-L            Formation Agreement      Exhibit 10-C to
                among Indiana Energy,    Indiana Energy's
                Inc., Indiana Gas        Quarterly Report on
                Company, Inc., IGC       Form 10-Q for the
                Energy, Inc., Indiana    quarterly period ended
                Energy Services,         March 31, 1996.
                Inc., Citizens Gas &
                Coke Utility,
                Citizens Energy
                Services Corporation
                and ProLiance Energy,
                LLC, effective March
                15, 1996.
10-M            Gas Sales and            Exhibit 10-C to
                Portfolio                Indiana Gas' Quarterly
                Administration           Report on Form 10-Q
                Agreement between        for the quarterly
                Indiana Gas              period ended March 31,
                Company, Inc. and        1996.
                ProLiance Energy,
                LLC, effective
                March 15, 1996,
                for services to
                begin April 1,
                1996.
10-N            Amended appendices to    Exhibit 10-A to
                the Gas Sales and        Indiana Gas' Quarterly
                Portfolio                Report on Form 10-Q
                Administration           for the quarterly
                Agreement between        period ended March 31,
                Indiana Gas Company,     1999.
                Inc. and ProLiance
                Energy, LLC effective
                November 1, 1998.
10-O            Amended appendices to    Exhibit 10-O to
                the Gas Sales and        Indiana Gas Company,
                Portfolio                Inc.'s 1999 Annual
                Administration           Report on Form 10-K.
                Agreement between
                Indiana Gas Company,
                Inc. and ProLiance
                Energy, LLC effective
                November 1, 1999.
10-P            Indiana Energy, Inc.     Exhibit 10-O to
                Executive Restricted     Indiana Energy,
                Stock Plan as amended    Inc.'s 1998 Annual
                and restated             report on Form 10-
                effective October 1,     K.
                1998
10-Q            Indiana Energy, Inc.     Exhibit 10-B to
                Director's Restricted    Indiana Energy,
                Stock Plan as amended    Inc.'s Quarterly
                and restated             Report on Form 10-
                effective May 1, 1997    Q for the
                                         quarterly period
                                         ended June 30,
                                         1997.

12               Computation of Ratio
                 of Earnings
                 to Fixed Charges        Filed herewith.

21               Subsidiaries of
                 Indiana Gas
                 Company, Inc.           Filed herewith.

23               Consent of Independent
                 Public Accountants.     Filed herewith.

27               Financial Data
                 Schedule                Filed herewith.

99               Exhibits

                 99.1 Indiana            Exhibit 99.1 to
                 Energy, Inc. Form       Indiana Gas Company,
                 10-K as of September    Inc.'s 1999 Annual
                 30, 1999, Item 10       Report on Form 10-K.

                 99.2 Indiana            Exhibit 99.2 to
                 Energy, Inc. Form       Indiana Gas Company,
                 10-K as of September    Inc.'s 1999 Annual
                 30, 1999, Item 11       Report on Form 10-K.


                 99.3 Indiana            Exhibit 99.3 to
                 Energy, Inc. Form       Indiana Gas Company,
                 10-K as of September    Inc.'s 1999 Annual
                 30, 1999, Item 12       Report on Form 10-K.


                 99.4 Indiana            Exhibit 99.4 to
                 Energy, Inc. Form       Indiana Gas Company,
                 10-K as of September    Inc.'s 1999 Annual
                 30, 1999, Item 13       Report on Form 10-K.

</TABLE>



<TABLE>

                          INDIANA GAS COMPANY, INC.
                          AND SUBSIDIARY COMPANIES

               SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
                           YEARS ENDED DECEMBER 31

                                                             For Purposes
                                           Charged to        For Which
                               Beginning   Costs and         Reserves         Other    Ending
      Description        Year   Balance    Expenses   Other  Were Created    Charges   Balance
<S>                      <C>   <C>         <C>        <C>    <C>             <C>       <C>
 RESERVE DEDUCTED FROM
   APPLICABLE ASSET

Reserve for
 uncollectible accounts  1997    $2,658     2,919        -        3,473          -     $2,104
                         1998    $2,104     3,408        -        3,763          -     $1,749
                         1999    $1,749     2,819        -        2,829          -     $1,739


</TABLE>


                               SIGNATURES

Pursuant to the requirements of the Section 13 or 15(d) of
the Securities Exchange Act of 1934, the Registrant has duly
caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

                                    INDIANA GAS COMPANY, INC.



Dated May 15, 2000                  /s/ Timothy M. Hewitt
                                    Timothy M. Hewitt
                                    President

Pursuant to the requirements of the Securities Exchange Act
of 1934, this report has been signed below by the following
persons on behalf of the Registrant and in the capacities and
on the dates indicated.


<TABLE>

   Signature                Title                   Date
<S>                      <C>                       <C>

/s/ Timothy S. Hewitt    President                 May 15, 2000



/s/ Jerome A. Benkert    Executive Vice President, May 15, 2000
Jerome A. Benkert        Chief Financial Offier
                         and Director



/s/ Ronald E. Christian  Senior Vice President,
Ronald E. Christian      General Counsel,
                         Secretary and Director    May 15, 2000




/s/ Timothy L. Burke     Vice President and        May 15, 2000
Timothy L. Burke         Treasurer


/s/ M. Susan Hardwick    Vice President and
M. Susan Hardwick        Controller                May 15, 2000



/s/ Neil C. Ellerbrook   Director                  May 15, 2000
Neil C. Ellerbrook




/s/ Andrew E. Goebel     Director                  May 15, 2000
Andrew E. Goebel




/s/ J. Gordon Hurst      Director                  May 15, 2000
J. Gordon Hurst


</TABLE>